Company registration number SC057058 (Scotland)
VIPOND FIRE PROTECTION LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
VIPOND FIRE PROTECTION LIMITED
COMPANY INFORMATION
Directors
R Becker
K Krumm
A Wilson
Secretary
A Fike
Company number
SC057058
Registered office
10/12 Glenfield Road
Kelvin Industrial Estate
East Kilbride
Glasgow
United Kingdom
G75 0RA
Auditor
Azets Audit Services
Titanium 1
Kings Inch Place
Renfrew
United Kingdom
PA4 8WF
VIPOND FIRE PROTECTION LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2
Directors' responsibilities statement
3
Independent auditor's report
4 - 6
Profit and loss account
7
Statement of comprehensive income
8
Balance sheet
9
Statement of changes in equity
10
Statement of cash flows
11
Notes to the financial statements
12 - 25
VIPOND FIRE PROTECTION LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -

The directors present the strategic report for the year ended 31 December 2023.

Review of the business

On 1st January 2022, the company's ultimate parent, APi acquired Chubb Fire and Security Limited (“Chubb”). During the year ended 31st December 2022, APi took the decision to align their UK business entities and on the 1st January 2023, the directors hived the business, trade and assets of Vipond Fire Protection Limited to Chubb Fire and Security Limited. This transfer enabled the collective businesses to strengthen the services provided to our customers, share business expertise, and ultimately improve customer service, development, and growth. It also allowed us to add differentiation in the marketplace, with combined offerings.

 

As a result, the company has not traded and has remained dormant from 1st January 2023.

On behalf of the board

A Wilson
Director
7 August 2024
VIPOND FIRE PROTECTION LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -

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

Principal activities

The principal activity of the company continued to be that of design, installation and maintenance of complete fire detection and suppression systems.

Results and dividends

The results for the year are set out on page 7.

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

Directors

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

R Becker
K Krumm
A Wilson
Auditor

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

Strategic report

The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company'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. It has done so in respect of financial instruments and risks.

Statement of disclosure to auditor

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

On behalf of the board
A Wilson
Director
7 August 2024
VIPOND FIRE PROTECTION LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -

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

 

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

 

 

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

VIPOND FIRE PROTECTION LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF VIPOND FIRE PROTECTION LIMITED
- 4 -
Opinion

We have audited the financial statements of Vipond Fire Protection Limited (the 'company') for the year ended 31 December 2023 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity, the 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 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.

Emphasis of matter - financial statements prepared on a basis other than going concern

We draw attention to the going concern accounting policy included within note 1.2 of the financial statements, which explains that the business, trade and assets of the company were hived up into its parent entity on 1 January 2023 and that the company is no longer trading and will remaining dormant from this date. Accordingly, the financial statements have been prepared on a basis other than going concern. Our opinion is not modified in respect of this matter.

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:

VIPOND FIRE PROTECTION LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF VIPOND FIRE PROTECTION LIMITED
- 5 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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 company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

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

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

VIPOND FIRE PROTECTION LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF VIPOND FIRE PROTECTION LIMITED
- 6 -

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

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

 

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

 

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

 

 

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

Use of our report

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

Michael Walker (Senior Statutory Auditor)
For and on behalf of Azets Audit Services
9 August 2024
Chartered Accountants
Statutory Auditor
Titanium 1
Kings Inch Place
Renfrew
United Kingdom
PA4 8WF
VIPOND FIRE PROTECTION LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 7 -
2023
2022
Notes
£
£
Turnover
3
-
21,440,698
Cost of sales
-
0
(14,539,970)
Gross profit
-
6,900,728
Administrative expenses
-
0
(5,148,857)
Operating profit
4
-
1,751,871
Interest receivable and similar income
7
-
0
37,900
Interest payable and similar expenses
8
-
0
(7,601)
Profit before taxation
-
0
1,782,170
Tax on profit
9
-
0
(348,679)
Profit for the financial year
-
0
1,433,491

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

VIPOND FIRE PROTECTION LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
- 8 -
2023
2022
£
£
(Loss)/profit for the year
-
0
1,433,491
Other comprehensive income
-
-
Total comprehensive income for the year
-
0
1,433,491
VIPOND FIRE PROTECTION LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2023
31 December 2023
- 9 -
2023
2022
Notes
£
£
£
£
Fixed assets
Goodwill
10
-
0
20,000
Tangible assets
11
-
0
815,379
-
0
835,379
Current assets
Stocks
12
-
891,420
Debtors
13
11,314,881
10,446,425
Cash at bank and in hand
181,000
4,782,625
11,495,881
16,120,470
Creditors: amounts falling due within one year
14
-
0
(5,408,589)
Net current assets
11,495,881
10,711,881
Total assets less current liabilities
11,495,881
11,547,260
Provisions for liabilities
Deferred tax liability
15
-
0
51,379
-
(51,379)
Net assets
11,495,881
11,495,881
Capital and reserves
Called up share capital
17
784,736
784,736
Revaluation reserve
-
0
512,480
Profit and loss reserves
10,711,145
10,198,665
Total equity
11,495,881
11,495,881
The financial statements were approved by the board of directors and authorised for issue on 7 August 2024 and are signed on its behalf by:
A Wilson
Director
Company Registration No. SC057058
VIPOND FIRE PROTECTION LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 10 -
Share capital
Revaluation reserve
Profit and loss reserves
Total
£
£
£
£
Balance at 1 January 2022
784,736
513,780
8,763,874
10,062,390
Year ended 31 December 2022:
Profit and total comprehensive income for the year
-
-
1,433,491
1,433,491
Transfers
-
(1,300)
1,300
-
Balance at 31 December 2022
784,736
512,480
10,198,665
11,495,881
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
-
-
0
-
0
Transfers
-
(512,480)
512,480
-
Balance at 31 December 2023
784,736
-
0
10,711,145
11,495,881
VIPOND FIRE PROTECTION LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 11 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash absorbed by operations
21
-
0
(318,222)
Interest paid
-
0
(7,601)
Income taxes paid
-
0
(346,852)
Net cash outflow from operating activities
-
(672,675)
Investing activities
Transfer of cash on group reconstruction
(4,601,625)
-
0
Purchase of tangible fixed assets
-
0
(22,423)
Loans made to other entities
-
0
(2,000,000)
Interest received
-
0
13,516
Net cash used in investing activities
(4,601,625)
(2,008,907)
Net decrease in cash and cash equivalents
(4,601,625)
(2,681,582)
Cash and cash equivalents at beginning of year
4,782,625
7,464,207
Cash and cash equivalents at end of year
181,000
4,782,625
VIPOND FIRE PROTECTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 12 -
1
Accounting policies
Company information

Vipond Fire Protection Limited is a private company limited by shares incorporated in Scotland. The registered office is 10/12 Glenfield Road, Kelvin Industrial Estate, East Kilbride, Glasgow, United Kingdom, G75 0RA.

1.1
Accounting convention

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

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

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

1.2
Going concern

On 1 January 2023, following a group restructure, the trade, assets and liabilities of the business were hived across into Chubb Fire and Security Limited. The company is no longer trading and will remain dormant from this date. Vipond Fire Protection is now a trading division of Chubb Fire and Security Limited.true

As such, the financial statements have been prepared on a basis other than going concern.

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.

Further information in respect of revenue from contracts is detailed in note 1.8.

1.4
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of businesses 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 life, which is ten years.

 

At each period end the carrying value of the goodwill is reviewed for any indications of impairment.

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:

Freehold land and buildings
1% on valuation
Leasehold land and buildings
over the period of the lease
Fixtures and fittings
15% reducing balance
Computers
15% reducing balance

Freehold land is not depreciated.

VIPOND FIRE PROTECTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 13 -

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 credited or charged to profit or loss.

1.6
Impairment of fixed assets

At each reporting period end date, the company 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.

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.

1.7
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.

 

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

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.

1.8
Construction contracts

Where the outcome of a construction contract can be estimated reliably, revenue and costs are recognised by reference to the stage of completion of the contract activity at the reporting end date. Variations in contract work, claims and incentive payments are included to the extent that the amount can be measured reliably and its receipt is considered probable.

 

When it is probable that total contract costs will exceed total contract turnover, the expected loss is recognised as an expense immediately.

 

Where the outcome of a construction contract cannot be estimated reliably, contract revenue is recognised to the extent of contract costs incurred where it is probable that they will be recoverable. Contract costs are recognised as expenses in the period in which they are incurred. When costs incurred in securing a contract are recognised as an expense in the period in which they are incurred, they are not included in contract costs if the contract is obtained in a subsequent period.

The “percentage of completion method” is used to determine the appropriate amount to recognise in a given period. The stage of completion is measured by the proportion of contract costs incurred for work performed to date compared to the estimated total contract costs. Costs incurred in the year in connection with future activity on a contract are excluded from contract costs in determining the stage of completion. These costs are presented as stocks, prepayments or other assets depending on their nature, and provided it is probable they will be recovered.

VIPOND FIRE PROTECTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 14 -
1.9
Cash at bank and in hand

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.

1.10
Financial instruments

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

 

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

 

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

Basic financial assets

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

Other financial assets

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

Impairment of financial assets

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

 

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

 

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

Derecognition of financial assets

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

VIPOND FIRE PROTECTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 15 -
Classification of financial liabilities

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

Basic financial liabilities

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

 

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

 

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

Other financial liabilities

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

 

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

Derecognition of financial liabilities

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

1.11
Equity instruments

Equity instruments issued by the company 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 company.

Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.

1.12
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 company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

VIPOND FIRE PROTECTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 16 -
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 when the company has 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.

1.13
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.

1.14
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.15
Leases

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 leases asset are consumed.

1.16
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

VIPOND FIRE PROTECTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 17 -
2
Judgements and key sources of estimation uncertainty

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

 

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

Critical estimates and judgements

The following have had the most significant effect on amounts recognised in the financial statements.

Accounting for contracts

The company estimates the outcome of its long term contracts. This is normally measured by the proportion that contract costs incurred for work performed to date bear to the estimated total contract costs, except where this would not be representative of the stage of completion.

 

Estimated total contract costs are based on management's detailed budgets and projections. Where management judge that the outcome of a construction contract cannot be estimated reliably, contract revenue is recognised to the extent of contract costs incurred where it is probable they will be recoverable.

 

Where it is probable that total contract costs will exceed total contract revenue, the expected loss is recognised as an expense immediately.

3
Turnover and other revenue
2023
2022
£
£
Turnover analysed by class of business
Contract revenue
-
16,871,333
Service & inspection revenue
-
4,569,365
-
21,440,698
2023
2022
£
£
Other revenue
Interest income
-
37,900
4
Operating profit
2023
2022
Operating profit for the year is stated after charging:
£
£
Exchange (gains)/losses
-
0
4,338
Fees payable to the company's auditor for the audit of the company's financial statements
-
0
34,500
Depreciation of owned tangible fixed assets
-
54,219
Amortisation of intangible assets
-
4,000
VIPOND FIRE PROTECTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 18 -
5
Employees

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

2023
2022
Number
Number
Production
-
71
Administration
3
55
Total
3
126

Their aggregate remuneration comprised:

2023
2022
£
£
Wages and salaries
-
0
5,661,862
Social security costs
-
657,766
Pension costs
-
0
332,948
-
0
6,652,576
6
Directors' remuneration
2023
2022
£
£
Remuneration for qualifying services
-
0
229,327
Company pension contributions to defined contribution schemes
-
25,929
-
0
255,256

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 0 (2022 - 1).

Remuneration disclosed above include the following amounts paid to the highest paid director:
2023
2022
£
£
Remuneration for qualifying services
n/a
155,461
Company pension contributions to defined contribution schemes
n/a
11,879

As total directors' remuneration was less than £200,000 in the current year, no disclosure is provided for that year.

VIPOND FIRE PROTECTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 19 -
7
Interest receivable and similar income
2023
2022
£
£
Interest income
Interest on bank deposits
-
0
13,516
Interest receivable from group companies
-
0
24,384
Total income
-
0
37,900
2023
2022
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
-
0
37,900
8
Interest payable and similar expenses
2023
2022
£
£
Other finance costs:
Other interest
-
0
7,601
9
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
-
0
350,623
Adjustments in respect of prior periods
-
0
(246)
Total current tax
-
0
350,377
Deferred tax
Origination and reversal of timing differences
-
0
(1,698)
Total tax charge
-
0
348,679

Current tax is calculated at an effective rate of 23.5% of the estimated taxable profit / (loss) for the year (2022 – 19%). Finance Act 2021 was ‘substantively enacted’ on 24 May 2021. This increased the main rate of corporation tax applicable to 25% from 1 April 2023, replacing the 20% rate previously effective from that date. The closing deferred tax assets and liabilities have been calculated in accordance with the rates substantively enacted at the Balance Sheet date.

VIPOND FIRE PROTECTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
9
Taxation
(Continued)
- 20 -

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

2023
2022
£
£
Profit before taxation
-
0
1,782,170
Expected tax charge based on the standard rate of corporation tax in the UK of 23.50% (2022: 19.00%)
-
0
338,612
Tax effect of expenses that are not deductible in determining taxable profit
-
0
5,211
Adjustments in respect of prior years
-
0
(246)
Fixed asset differences
-
0
5,510
Remeasurement of deferred tax for changes in tax rates
-
0
(408)
Taxation charge for the year
-
348,679
10
Intangible fixed assets
Goodwill
£
Cost
At 1 January 2023
40,000
Transfers
(40,000)
At 31 December 2023
-
0
Amortisation and impairment
At 1 January 2023
20,000
Transfers
(20,000)
At 31 December 2023
-
0
Carrying amount
At 31 December 2023
-
0
At 31 December 2022
20,000
VIPOND FIRE PROTECTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 21 -
11
Tangible fixed assets
Freehold land and buildings
Fixtures and fittings
Computers
Total
£
£
£
£
Cost or valuation
At 1 January 2023
700,000
245,006
89,724
1,034,730
Transfers
(700,000)
(245,006)
(89,724)
(1,034,730)
At 31 December 2023
-
0
-
0
-
0
-
0
Depreciation and impairment
At 1 January 2023
25,000
156,249
69,620
250,869
Transfers
(25,000)
(156,249)
(69,620)
(250,869)
At 31 December 2023
-
0
-
0
-
0
-
0
Carrying amount
At 31 December 2023
-
0
-
0
-
0
-
0
At 31 December 2022
675,000
88,757
20,104
815,379

Land and buildings were valued at 5 September 2022 by D M Hall, independent values not connected with the company giving estimated market value of £675,000.

Land and buildings are carried at valuation. If land and buildings were measured using the cost model, the carrying amounts would have been the following:

2023
2022
£
£
Deemed cost on transition to FRS 102
-
375,000
Accumulated depreciation
-
(110,855)
Carrying value
-
264,145

The company chose to adopt a previous revaluation on freehold property as deemed cost on transition to FRS 102.

12
Stocks
2023
2022
£
£
Raw materials and consumables
-
891,420
VIPOND FIRE PROTECTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 22 -
13
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
-
0
6,319,471
Gross amounts owed by contract customers
-
0
1,617,608
Amounts owed by group undertakings
11,314,881
2,074,384
Other debtors
-
0
417,992
Prepayments and accrued income
-
0
16,970
11,314,881
10,446,425
14
Creditors: amounts falling due within one year
2023
2022
£
£
Payments received on account
-
0
2,100,406
Trade creditors
-
0
2,365,388
Amounts owed to group undertakings
-
0
161,631
Corporation tax
-
0
32,054
Other taxation and social security
-
0
209,608
Other creditors
-
0
14,719
Accruals and deferred income
-
0
524,783
-
0
5,408,589
15
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Liabilities
Liabilities
2023
2022
Balances:
£
£
Accelerated capital allowances
-
27,923
Revaluations
-
23,456
-
51,379
2023
Movements in the year:
£
Liability at 1 January 2023
51,379
Transfer
(51,379)
Liability at 31 December 2023
-
VIPOND FIRE PROTECTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 23 -
16
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
-
332,948

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

17
Share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
784,736
784,736
784,736
784,736

There is a single class of ordinary shares. There are no restrictions on the distribution of dividends and the repayment of capital.

18
Operating lease commitments

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

2023
2022
£
£
Within one year
-
0
335,085
Between two and five years
-
0
589,243
-
0
924,328

Significant leasing arrangements relate to the lease of fleet vehicles. These are on fixed rental payments with various expiry dates.

19
Related party transactions
Remuneration of key management personnel

The company consider key management personnel to be the directors. The total remuneration for key management personnel for the period is disclosed in Note 6.

VIPOND FIRE PROTECTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
19
Related party transactions
(Continued)
- 24 -
Transactions with related parties
Purchases
Purchases
2023
2022
£
£
Entities with control, joint control or significant influence over the company
-
0
179,789
Interest received
2023
2022
£
£
Entities with control, joint control or significant influence over the company
-
24,384

The following amounts were outstanding at the reporting end date:

2023
2022
Amounts due to related parties
£
£
Entities with control, joint control or significant influence over the company
-
0
161,631

The following amounts were outstanding at the reporting end date:

2023
2022
Amounts due from related parties
£
£
Entities with control, joint control or significant influence over the company
-
2,074,384

Amounts due from related parties relates to loans due on demand from group companies which are subject to an interest rate of 5% per annum.

20
Ultimate controlling party

Following a group restructure, Chubb Group Limited became the immediate parent company on 20 December 2022.


APi Group Inc is a wholly owned by APi Group Corporation, a company registered in the British Virgin Islands. APi Group Corporation is considered to be the ultimate controlling party and is listed on the New York Stock Exchange.

 

The registered office of APi Group Corporation is 1100 Old Highway 8 NW, New Brighton, MN 55112.

 

VIPOND FIRE PROTECTION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 25 -
21
Cash absorbed by operations
2023
2022
£
£
Profit for the year after tax
-
0
1,433,491
Adjustments for:
Taxation charged
-
0
348,679
Finance costs
-
0
7,601
Investment income
-
0
(37,900)
Amortisation and impairment of intangible assets
-
0
4,000
Depreciation and impairment of tangible fixed assets
-
0
54,219
Movements in working capital:
Increase in stocks
-
0
(216,948)
Increase in debtors
-
0
(2,204,121)
Increase in creditors
-
0
292,757
Cash absorbed by operations
-
(318,222)
22
Analysis of changes in net funds
1 January 2023
Cash flows
31 December 2023
£
£
£
Cash at bank and in hand
4,782,625
(4,601,625)
181,000
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