Registered number:
FOR THE PERIOD ENDED 29 APRIL 2023
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GEB SURFACE TREATMENTS LIMITED
COMPANY INFORMATION
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GEB SURFACE TREATMENTS LIMITED
CONTENTS
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GEB SURFACE TREATMENTS LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 29 APRIL 2023
The Directors present their report and the financial statements for the period ended 29 April 2023.
The Directors are responsible for preparing the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.
In preparing these financial statements, the Directors are required to:
∙select suitable accounting policies for the Company's financial statements 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 transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The Directors who served during the period were:
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GEB SURFACE TREATMENTS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 29 APRIL 2023
As at 29 April 2023, the Company was a subsidiary of Nasmyth Group Limited. As a consequence of the impacts of COVID-19 on the aerospace market, Nasmyth Group Limited and its subsidiary companies experienced a significant reduction in sales, profits and cashflow from operating activities and its directors identified that this would create financial difficulties that would affect the ability of Nasmyth Group Limited to continue as a going concern, with knock on effects to its subsidiary companies.
As a consequence of the post year end restructuring disclosed in note 18 to these financial statements, the Company and other companies previously subsidiaries of Nasmyth Group Limited (together the “Group”) became subsidiaries of W5SD Limited (now renamed as Nasmyth Group Limited) and additional working capital facilities were provided to the Group to support its working capital requirements. The Board of Directors of the Company and the Group have undertaken an assessment of the ability of the Company and the Group to continue in operation and to meet their liabilities as they fall due. In making this assessment, the Directors have considered trading and cashflow forecasts which reflect the latest market intelligence and customer long term supply agreements, supply schedules and order books. The directors have concluded that the new working capital facilities, which include undrawn headroom, provided since the period end will provide the Company and the Group with sufficient funds to enable them to meet their obligations as they fall due for a period of at least 12 months from the date of approval of these financial statements, and have accordingly concluded that it is appropriate to prepare these financial statements on a going concern basis.
Details of post balance sheet events affecting the Company are disclosed in note 18.
The auditors, PKF Smith Cooper Audit Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
In preparing this report, the Directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.
This report was approved by the board on
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GEB SURFACE TREATMENTS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GEB SURFACE TREATMENTS LIMITED
We have audited the financial statements of GEB Surface Treatments Limited (the 'Company') for the period ended 29 April 2023, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and the related notes, 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).
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 Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
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 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.
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GEB SURFACE TREATMENTS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GEB SURFACE TREATMENTS LIMITED (CONTINUED)
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The Directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
∙the Directors' Report has been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Directors' Report.
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GEB SURFACE TREATMENTS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GEB SURFACE TREATMENTS LIMITED (CONTINUED)
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.
Based on our understanding of the Company and industry, key laws and regulations that we identified included:
∙Companies Act;
∙Tax legislation; and
∙Health and safety and employment legislation.
We identified that the principal risk of fraud or non-compliance with laws and regulations related to:
∙Management bias in respect of accounting estimates and judgements made;
∙Management override of control; and
∙Posting of unusual journals or transactions.
We focused on those areas that could give rise to a material misstatement in the Company's financial statements.
Our procedures included, but were not limited to:
∙Enquiry of management and those charged with governance around actual and potential litigation and claims including instances of non-compliance with laws, regulations and fraud;
∙Reviewing minutes of meetings of those charged with governance, where available;
∙Reviewing legal expenditure in the year to identify instances of non-compliance with laws, regulations and fraud;
∙Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations; and
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GEB SURFACE TREATMENTS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GEB SURFACE TREATMENTS LIMITED (CONTINUED)
∙Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias.
It is the primary responsibility of management, with the oversight of those charged with governance, to ensure that the entity's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.
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 Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.
for and on behalf of
Statutory Auditors
158 Edmund Street
B3 2HB
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GEB SURFACE TREATMENTS LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 29 APRIL 2023
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GEB SURFACE TREATMENTS LIMITED
REGISTERED NUMBER: 05419979
BALANCE SHEET
AS AT 29 APRIL 2023
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GEB SURFACE TREATMENTS LIMITED
REGISTERED NUMBER: 05419979
BALANCE SHEET (CONTINUED)
AS AT 29 APRIL 2023
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 11 to 20 form part of these financial statements.
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GEB SURFACE TREATMENTS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 29 APRIL 2023
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GEB SURFACE TREATMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 APRIL 2023
GEB Surface Treatments Limited is a private company, limited by shares, registered in England and Wales. The Company's registration number 05419979 and its registered office address is Nasmyth House, Coventry Road, Exhall, Coventry, CV7 9FT.
The principal place of business is Wharf Road Industrial Estate, Pinxton, Nottinghamshire, NG16 6LE. The comparative figures covered a 15 month accounting period from 1 February 2021 to 30 April 2022. The reporting period was extended as a result of the Company's decision to change auditors during the previous financial period. The current figures cover a 12 month accounting period to 29 April 2023 and as a result the reported figures for the current and comparative year may not be entirely comparable.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The presentation currency of the financial statements is Pound Sterling and amounts have been presented in round thousands (£000's).
The following principal accounting policies have been applied:
As at 29 April 2023, the Company was a subsidiary of Nasmyth Group Limited. As a consequence of the impacts of COVID-19 on the aerospace market, Nasmyth Group Limited and its subsidiary companies experienced a significant reduction in sales, profits and cashflow from operating activities and its directors identified that this would create financial difficulties that would affect the ability of Nasmyth Group Limited to continue as a going concern, with knock on effects to its subsidiary companies.
As a consequence of the post period end restructuring disclosed in note 18 to these financial statements, the Company and other companies previously subsidiaries of Nasmyth Group Limited (together the “Group”) became subsidiaries of W5SD Limited (now renamed as Nasmyth Group Limited) and additional working capital facilities were provided to the Group to support its working capital requirements. The Board of Directors of the Company and the Group have undertaken an assessment of the ability of the Company and the Group to continue in operation and to meet their liabilities as they fall due. In making this assessment, the Directors have considered trading and cashflow forecasts which reflect the latest market intelligence and customer long term supply agreements, supply schedules and order books. The directors have concluded that the new working capital facilities, which include undrawn headroom, provided since the year end will provide the Company and the Group with sufficient funds to enable them to meet their obligations as they fall due for a period of at least 12 months from the date of approval of these financial statements, and have accordingly concluded that it is appropriate to prepare these financial statements on a going concern basis.
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GEB SURFACE TREATMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 APRIL 2023
2.Accounting policies (continued)
Non-monetary assets and liabilities denominated in foreign currencies that are stated at fair value are retranslated to the functional currency at foreign exchange rates ruling at the dates the fair value was determined. Foreign currency differences arising on translation are recognised in the Statement of Comprehensive Income. (i) Sales of product Turnover for sales of goods is recognised when the risk and rewards of ownership have passed which, dependent upon the contractual terms, may be at the point of despatch, acceptance by the customer or certification by the customer.
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GEB SURFACE TREATMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 APRIL 2023
2.Accounting policies (continued)
Tangible fixed assets are stated at cost less accumulated depreciation and accumulated impairment losses.
Where parts of an item of tangible fixed assets have different useful lives, they are accounted for as separate items of tangible fixed assets. Leases in which the Company assumed substantially all the risks and rewards of ownership of the leased asset are classified as finance leases. All other assets are classified as operating leases. Leased assets acquired by way of finance lease are stated on initial recognition at an amount equal to the lower of their fair value and the present value of the minimum lease payments at the inception of the lease, including any incremental costs directly attributable to negotiating and arranging the lease. At initial recognition, a finance lease liability is recognised equal to the fair value of the leased asset or, if lower, the present value of the minimum lease payments. All other leases are regarded as operating leases and payments made under them are charged to the Statement of Comprehensive Income on a straight-line basis over the lease term. The company assesses at each reporting date whether tangible fixed assets (including those under finance leases) are impaired. Depreciation is charged to the Statement of Comprehensive Income on a straight-line basis over the estimated useful economic lives of each part of an item of tangible fixed assets.
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GEB SURFACE TREATMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 APRIL 2023
2.Accounting policies (continued)
The estimated useful lives are as follows:
Depreciation methods, useful economic lives and residual values are reviewed if there in an indication of a significant change since the last annual reporting date in the pattern by which the company expects to consume an asset's future economic benefits.
Provisions are charged as an expense to profit or loss in the year that the Company becomes aware of the obligation, and are measured at the best estimate at the balance sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties. When payments are eventually made, they are charged to the provision carried in the Balance Sheet.
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GEB SURFACE TREATMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 APRIL 2023
2.Accounting policies (continued)
Trade and other debtors are recognised initially at transaction price less attributable transaction costs. Trade and other creditors are recognised initially at the transaction price plus attributable transaction costs. Subsequent to initial recognition they are measured at amortised cost using the effective interest method, less any impairment losses in the case of trade debtors. If the arrangement constitutes a financing transaction, for example if payment is deferred beyond normal business terms, then it is measured at the present value of future payments discounted at a market rate of interest for a similar debt instrument. (ii) Interest-bearing borrowings classified as basic financial instruments Interest-bearing borrowings are recognised initially at the present value of the future payments discounted at a market rate of interest. Subsequent to initial recognition, interest-bearing borrowings are stated at amortised cost using the effective interest method, less any impairment losses.
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GEB SURFACE TREATMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 APRIL 2023
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GEB SURFACE TREATMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 APRIL 2023
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GEB SURFACE TREATMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 APRIL 2023
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GEB SURFACE TREATMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 APRIL 2023
Profit and loss account
The Company operates a defined contribution pension scheme. The pension costs charged for the year represents contributions payable by the Company to the scheme and amounted to £10,000 (2022: £12,000).
There were outstanding contributions of £6,000 (2022: £6,000) at the end of the financial year. These are included in creditors and have been settled since the year end.
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GEB SURFACE TREATMENTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 APRIL 2023
16.Contingencies and commitments
Guarantees
The Company has given cross guarantees in respect of bank loans of group companies amounting to £14,888,000 (2022: £12,247,000). The Company has given a guarantee in respect of other loans of a fellow subsidiary undertaking amounting to £7,500,000 (2022: £5,500,000).
At 29 April 2023, the immediate parent undertaking was NGL Realisations Limited (in administration) (formerly Nasmyth Group Limited), a company incorporated in England and Wales. The registered office address is C/O Begbies Traynor (London) LLP, 31st Floor, 40 Bank Street, London, E14 5NR.
At 29 April 2023, the ultimate controlling party was Lettbel Limited. As at the date of approval of these financial statements, the ultimate parent undertaking and controlling party is Nasmyth Group Limited (formerly W5SD Limited). The registered office address is 4th Floor, 24 Old Bond Street, London, W1S 4AW.
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