Company registration number 02397020 (England and Wales)
SECUREFAST LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
SECUREFAST LIMITED
COMPANY INFORMATION
Directors
D Grey MBE
M Grey
N Berry
P Croker
(Appointed 5 May 2023)
Secretary
V Richardson
Company number
02397020
Registered office
C/o OSL Cutting Technologies Limited
Burgess Road
Sheffield
South Yorkshire
S9 3WD
Auditor
Hart Shaw LLP
Europa Link
Sheffield Business Park
Sheffield
S9 1XU
Business address
Unit 6 Cedars Business Centre
Avon Road
Cannock
Staffordshire
WS11 1QJ
SECUREFAST LIMITED
CONTENTS
Page
Directors' report
1 - 2
Directors' responsibilities statement
3
Independent auditor's report
4 - 6
Profit and loss account
7
Balance sheet
8
Statement of changes in equity
9
Notes to the financial statements
10 - 18
SECUREFAST LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -
The directors present their annual report and financial statements for the year ended 31 December 2023.
Principal activities
The principal activities of the business are in the design and supply of access control products, control systems, mechanical hardware and the distribution of Fire Systems. Our products and solutions are designed to provide reliable access to control for Domestic, Residential and Commercial properties.
We have well established sales channel partners in the form of Electrical Wholesalers, Architectural Wholesalers, Ironmongers and OEM’s that provide us with a diverse mix of revenue streams.
Fair review of the business
Following the acquisition of Securefast in March 2022 by OSL Group, the accounting period underwent alignment with the group, reflected in this set of accounts as stated with a 9 month period, versus 12 months for the prior year.
Building on a steady recovery in year ending March 2022 toward post-Covid sales levels, supply chain volatility continued to present challenges throughout the year. The unfortunate advent of the Russia, Ukraine war had a major impact on world inflation rates, coupled with wider supply chain delays in our finished goods. Furthermore price increases within the supply chain posed continued risks to margins and freight costs remained at unprecedented levels for the most part of the year.
Despite these challenges the strength of the relationships across our diverse customer base, combined with broad product offering, ensured we were able to increase our revenues by 11% with growth occurring in all channels. As the Securefast business is merged with CQR Security in the months ahead, our customer base will gain access to a broader range of product categories, that will further enhance our opportunities for growth as we become a holistic solutions provider in the Intruder and Access Controls market.
Extreme volatility in the freight markets appears to be stabilising, supply chain reliability has improved significantly but inflation remains a key challenge across the globe. As a result of the OSL acquisition and accounting estimate alignments a pre-tax loss of £139,000 is reported.
Overall turnover for a 9 month period was £5,104,00.
Operating profit on continuing operations was -£131,000.
Profit before Tax was -£139,000.
The Company is not dependent upon any single customer or supplier. The Company trades in foreign currencies, primarily the Euro and to a lesser extent the US Dollar. Exposure to currency fluctuation is managed centrally within the group.
The Company is aware of its impact on the environment, and in all its activities considers the environmental impact of its decisions as it seeks to attain its business objectives.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
R Gooch
(Resigned 14 May 2024)
D Grey MBE
M Grey
N Berry
P Croker
(Appointed 5 May 2023)
SECUREFAST LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
Going concern
On 1 July the trade and assets of the company were hived across to CQR Security Limited, another wholly owned subsidiary of the ultimate parent, OSL Group Holdings Limited. In future this company will become dormant. As such, the directors do not believe the going concern basis to be appropriate and these financial statements have not been prepared on this basis and have been prepared on a basis other than going concern.
The non-going concern basis has had no material impact on the amounts disclosed in both the Statement of Profit and Loss or the Balance Sheet and therefore no adjustments have been made to the financial statements as a result of the application of the non-going concern basis of accounting.
Auditor
The auditor, Hart Shaw LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
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.
Small companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.
On behalf of the board
M Grey
Director
25 July 2024
SECUREFAST 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:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. As disclosed within the directors' report the directors do not believe the company to be a going concern and have not used the going concern basis to prepare these financial statements.
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.
SECUREFAST LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF SECUREFAST LIMITED
- 4 -
Opinion
We have audited the financial statements of Securefast Limited (the 'company') for the year ended 31 December 2023 which comprise the profit and loss account, the balance sheet, the statement of changes in equity 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:
give a true and fair view of the state of the company's affairs as at 31 December 2023 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
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 - non-going concern basis of preparation
We draw attention to the disclosure made in note 1.2 to the financial statements which explains that the financial statements have not been prepared on the going concern basis for the reason set out in that note. Our opinion is not modified in respect of this matter.
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:
the information given in the directors' report for the financial year 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.
SECUREFAST LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF SECUREFAST 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 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:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
we have not received all the information and explanations we require for our audit; or
the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption in preparing the directors' report and from the requirement to prepare a strategic report.
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.
Extent to which the audit was considered capable of detecting irregularities, including fraud and the audit response
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:
At the planning stage we identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience and through discussion with the directors and other management, as required by auditing standards. The potential effect of any laws and regulation on the financial statements can vary considerably. There are laws and regulations that directly affect the financial statements (e.g. the Companies Act) as well as many other operational laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements. Owing to the size, nature and complexity of the organisation and the applicable laws and regulations to which it must adhere, the risk of material misstatement was deemed to be low, therefore the procedures performed by the audit team were limited to:
Communicating identified laws and regulations at planning throughout the audit team to remain alert to any indications of non-compliance throughout the audit.
Enquiry of management and those charged with governance around actual and potential litigation and claims as well as non-compliance with laws and regulations.
Reviewing minutes of meetings of those charged with governance.
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.
SECUREFAST LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF SECUREFAST LIMITED
- 6 -
We have assessed the overall susceptibility of the financial statements to material misstatement due to fraud. Management override is the most likely way in which fraud might present itself and is therefore inherently high risk on any audit. Management override, which may cause there to be a material misstatement within the financial statements, may present itself in a number of ways, for example:
Override of internal controls (e.g. segregation of duties)
Entering into transactions outside the normal course of business, especially with related parties
Fraudulent revenue recognition, including fictitious sales and sales being recorded in the wrong period
Presenting bias in accounting judgements and estimates, particularly the ones disclosed in “Critical accounting estimates and judgements” section of the accounting policies; note 2 to the financial statements.
In order to reduce the risk of material misstatement to an acceptable level, numerous audit procedures were performed including:
Enquiries of management as to whether they had any knowledge of any actual or suspected fraud
Review of material journal entries made throughout the year as well as those made to prepare the financial statements
Reviewing the underlying rationale behind transactions in order to assess whether they were outside the normal course of business
Reviewing the minutes of meetings held by management.
Increased substantive testing across all material income streams
Assessing whether management’s judgements and estimates indicated potential bias, particularly those disclosed in “Critical accounting estimates and judgements” section of the accounting policies; note 2 to the financial statements.
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected material misstatements in the financial statements, even though we have performed our audit in accordance with auditing standards. Furthermore, as with all audits, there is a higher risk of irregularities (especially those relating to fraud) being undetected, as these may involve the override of internal controls, collusion, intentional omissions and misrepresentations etc. We are not responsible for preventing non-compliance or fraud and therefore cannot be expected to detect all instances of such. Our audit was not designed to identify misstatements or other irregularities that would not be considered to be material to the financial statements. The further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it.
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.
This report is made solely to the company's member 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 member those matters we are required to state to the member 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 member, for our audit work, for this report, or for the opinions we have formed.
Adam Shield
Senior Statutory Auditor
For and on behalf of Hart Shaw LLP
13 August 2024
Chartered Accountants
Statutory Auditor
Europa Link
Sheffield Business Park
Sheffield
S9 1XU
SECUREFAST LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 7 -
Year
Period
ended
ended
31 December
31 December
2023
2022
Notes
£'000
£'000
Turnover
3
3,451
5,104
Cost of sales
(2,482)
(3,964)
Gross profit
969
1,140
Administrative expenses
(747)
(1,198)
Other operating income
12
30
Management charges
(84)
(103)
Operating profit/(loss)
150
(131)
Interest payable and similar expenses
(13)
(8)
Profit/(loss) before taxation
137
(139)
Tax on profit/(loss)
6
52
Profit/(loss) for the financial year
137
(87)
As explained in note 1.2, all operations in this company are now discontinued as they are being carried out by another group company.
SECUREFAST LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2023
31 December 2023
- 8 -
2023
2022
Notes
£'000
£'000
£'000
£'000
Fixed assets
Intangible assets
7
44
Tangible assets
8
37
81
Current assets
Stocks
10
-
1,140
Debtors
11
8
1,179
Cash at bank and in hand
10
604
18
2,923
Creditors: amounts falling due within one year
12
(10)
(1,293)
Net current assets
8
1,630
Net assets
8
1,711
Capital and reserves
Called up share capital
14
Profit and loss reserves
8
1,711
Total equity
8
1,711
These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 25 July 2024 and are signed on its behalf by:
M Grey
Director
Company registration number 02397020 (England and Wales)
SECUREFAST LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 9 -
Share capital
Share premium account
Capital redemption reserve
Profit and loss reserves
Total
Notes
£'000
£'000
£'000
£'000
£'000
Balance at 1 April 2022
39
221
31
1,507
1,798
Period ended 31 December 2022:
Loss and total comprehensive income
-
-
-
(87)
(87)
Reduction of shares
14
(39)
-
39
Share capital reduction
-
(221)
(31)
252
-
Balance at 31 December 2022
1,711
1,711
Year ended 31 December 2023:
Profit and total comprehensive income
-
-
-
137
137
Dividends
-
-
-
(1,840)
(1,840)
Balance at 31 December 2023
8
8
SECUREFAST LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 10 -
1
Accounting policies
Company information
Securefast Limited is a private company, limited by shares and incorporated in England and Wales. The registered office is C/o OSL Cutting Technologies Limited, Burgess Road, Sheffield, South Yorkshire, S9 3WD. The principal place of business is Unit 6 Cedars Business Centre, Avon Road, Cannock, Staffordshire, WS11 1QJ.
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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
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 £'000.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.
Securefast Limited is a wholly owned subsidiary of OSL Group Holdings Limited and the results of Securefast Limited are included in the consolidated financial statements of OSL Group Holdings Limited which are available from c/o OSL Cutting Technology Ltd, Burgess Road, Attercliffe, Sheffield, S9 3WD.
1.2
Going concern
Within the year, the trade and assets of the company have been transferred to CQR Security Limited, another wholly owned subsidiary of the ultimate parent, OSL Group Holdings Limited. This process occurred on the 1 July 2023 and following the process. It is the directors' expectation that the company will become and remain dormant for the foreseeable future.true
Consequently, the directors have chosen to prepare the financial statements on a non-going concern basis. This has had no material impact on the amounts disclosed in both the Statement of Profit and Loss or the Balance Sheet and therefore no adjustments have been made to the financial statements as a result of the application of the non-going concern basis of accounting.
1.3
Reporting period
These financial statements have been prepared for the 12 month period ending 31 December 2023. The comparative figures are for the 9 month period ending 31 December 2022 where the financial year end was changed to bring the period end in line with other group companies. The comparative figures are therefore not comparable with the current period.
1.4
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 the 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.
SECUREFAST LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 11 -
1.5
Intangible fixed assets - goodwill
Goodwill represents the excess of the cost of acquisition of unincorporated 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 10 years.
1.6
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:
Plant and equipment
10 - 25% straight line
Fixtures and fittings
10 - 25% straight line
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.
1.7
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.
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 is calculated using the standard cost method.
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.
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.
SECUREFAST LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 12 -
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.
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.
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.
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.
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.
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.
SECUREFAST LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 13 -
1.14
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.15
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 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.
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.
There are no estimates or assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities.
3
Turnover and other revenue
2023
2022
£'000
£'000
Turnover analysed by geographical market
United Kingdom
2,955
4,265
Europe
496
834
Rest of World
-
5
3,451
5,104
SECUREFAST LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
3
Turnover and other revenue
(Continued)
- 14 -
2023
2022
£'000
£'000
Other significant revenue
Management charge
12
30
4
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£'000
£'000
For audit services
Audit of the financial statements of the company
11
10
5
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2023
2022
Number
Number
Total
11
23
6
Taxation
2023
2022
£'000
£'000
Deferred tax
Origination and reversal of timing differences
(52)
SECUREFAST LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 15 -
7
Intangible fixed assets
Goodwill
£'000
Cost
At 1 January 2023
1,483
Derecognise
(1,348)
Transfers to group company
(135)
At 31 December 2023
Amortisation and impairment
At 1 January 2023
1,439
Amortisation charged for the year
7
Derecognise
(1,348)
Transfers to group company
(98)
At 31 December 2023
Carrying amount
At 31 December 2023
At 31 December 2022
44
8
Tangible fixed assets
Plant and machinery etc
£'000
Cost
At 1 January 2023
276
Disposals
(180)
Transfers to group company
(96)
At 31 December 2023
Depreciation and impairment
At 1 January 2023
239
Depreciation charged in the year
10
Eliminated in respect of disposals
(175)
Transfers to group company
(74)
At 31 December 2023
Carrying amount
At 31 December 2023
At 31 December 2022
37
SECUREFAST LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 16 -
9
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
Securefast Security Products Limited
Unit A1, Ballymount Corporate Park, Ballymount Avenue, Dublin, D12 CY93, Ireland
Ordinary
100.00
10
Stocks
2023
2022
£'000
£'000
Finished goods and goods for resale
-
962
Stock in transit
178
-
1,140
11
Debtors
2023
2022
Amounts falling due within one year:
£'000
£'000
Trade debtors
933
Amounts owed by group undertakings
72
Other debtors
8
Prepayments and accrued income
56
8
1,061
2023
2022
Amounts falling due after more than one year:
£'000
£'000
Deferred tax asset (note 13)
118
Total debtors
8
1,179
Included in trade debtors is an amount of £nil (2022 - £834,000), which is subject to an invoice discount agreement.
SECUREFAST LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 17 -
12
Creditors: amounts falling due within one year
2023
2022
£'000
£'000
Bank loans and overdrafts
3
400
Trade creditors
1
611
Taxation and social security
4
170
Other creditors
11
Accruals and deferred income
2
101
10
1,293
Included in bank loans and overdrafts is £nil (2022 - £400,000) which is an advance under invoice discounting and is secured on trade debtors.
13
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Assets
Assets
2023
2022
Balances:
£'000
£'000
Tax losses
-
118
2023
Movements in the year:
£'000
Asset at 1 January 2023
(118)
Transfer on disposal
118
Liability at 31 December 2023
-
14
Called up share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£'000
£'000
Ordinary shares of 10p each
1
1
-
-
15
Disposal of a business
On 1 July 2023 the trade and assets of the company were hived across to a fellow group company, CQR Security Limited. This was completed at the book value and satisfied by way of an intercompany loan which was subsequently cleared by a dividend.
SECUREFAST LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 18 -
16
Operating lease commitments
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:
2023
2022
£'000
£'000
Within one year
22
157
Between two and five years
3
55
25
212
17
Financial commitments, guarantees and contingent liabilities
The company has given an unlimited cross guarantee in favour of Barclays in respect of bank borrowings of fellow group undertakings. The outstanding borrowings of these companies at 31 December 2023 were £4,833,000 (2022 - £6,283,000).
18
Related party transactions
The company has taken advantage of the exemptions allowed by FRS 102 section 33.1A and has not disclosed transactions with fellow group companies. The company's accounts are consolidated into the accounts of the parent company as a wholly owned subsidiary.
19
Parent company
The immediate and ultimate parent company is OSL Group Holdings Limited, a company registered in England & Wales, who prepare group consolidated accounts. Their registered office is Burgess Road, Attercliffe, Sheffield, S9 3WD.
The ultimate controlling party is D Grey MBE who owns a majority shareholding in OSL Group Holdings Limited.
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