Company registration number 03188329 (England and Wales)
STRI Ltd
Annual Report And Financial Statements
For The Year Ended 31 December 2023
STRI LTD
COMPANY INFORMATION
Directors
Mr L A Penrose
Mr M Godfrey
Mr R Stuttard
Mr G Walters
Secretary
Mr M Godfrey
Company number
03188329
Registered office
St Ives Estate
Bingley
BD16 1AU
Auditor
Azets Audit Services Limited
12 King Street
Leeds
LS1 2HL
STRI LTD
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3
Directors' responsibilities statement
4
Independent auditor's report
5 - 7
Statement of comprehensive income
8
Balance sheet
9
Statement of changes in equity
10
Notes to the financial statements
11 - 28
STRI LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -
The directors present the strategic report for the year ended 31 December 2023.
STRI Ltd is a company incorporated in the United Kingdom and registered in England and Wales. The registered address is St Ives Estate, Bingley, West Yorkshire, BD16 1AU.
Principal activities
STRI Ltd is a global design, engineering and management consultancy which plans, designs and builds sustainable places and spaces for people to enjoy. Its skills were founded within the design, management and maintenance of sports surfaces, and it continues to deliver and implement strategies for sports facilities and their surrounding infrastructure, as well as working within residential, corporate and commercial spaces.
STRI Ltd has a controlling interest in the following companies: STRI Australia Pty Ltd; SportsTurf Consultants (Australia) Pty Ltd; STRI Hong Kong Ltd; STRI Arabia Ltd; The Environmental Protection Group Ltd; Mashup Analytics Ltd; and Carrick Sports Construction Ltd.
STRI Ltd has a non-controlling interest in the following companies: Sustainable Water and Drainage Systems Ltd; Sustainable Water and Drainage Systems BV; Shanghai Tizan Turf Science; Aspire Sports Turf; and E-Nano Ltd.
Business review
The company saw activity on a global basis in 2023.
The company derived its income from the design, management and maintenance of sports surfaces.
In January 2023, STRI Ltd’s newly created subsidiary company, STRI Arabia Ltd, began to trade.
In March 2023, the parent company of STRI Ltd, STRI Holdings Ltd, placed 73% of its shareholding into STRI EOT Ltd, an Employee Ownership Trust. This decision to create an Employee Ownership Trust was taken to help secure the future of the business and ensure that the interests of employees are central to all decisions.
In March 2023, Richard Stuttard and Gareth Walters joined the STRI Holdings Board of Directors.
Principal risks and uncertainties
The company manages uncertainty by (i) setting key performance indicators for each of its departments and (ii) holding regular board meetings to review these and to act if necessary.
Financial Risk
Non-recurring income represents more than half of the company’s turnover. The company is therefore exposed to the risk that such income may fall, for example, due to changes in market dynamics. The company manages this risk through a combination of strong relationships with existing clients and through a rigorous review of client portals for future projects.
Cashflow & credit risk
The company’s exposure to cashflow and credit risk is not deemed significant due to the internal funding
structure and a strong relationship with clients. Receivable balances are monitored on an ongoing basis and a provision is made for doubtful debts where necessary.
Legal & Political risk
The company’s rapid expansion into new services, products and geographies continues to present significant opportunities, but also carries some operational risk and uncertainty. The company manages this risk through the combination of a strong senior management team and a network of advisors who are able to provide specialist advice.
STRI LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
Principal risks and uncertainties (continued)
Currency risk
The company monitors foreign currency risk on an ongoing basis and makes appropriate decisions to mitigate any significant currency risks.
Macro-economic risk
The company is at risk of increases to both inflation and interest rates. The company manages inflation risk in the pricing of its jobs, ensuring that any rises in staff remuneration or cost of materials are closely monitored and reflected in accurate pricing. The risk to rising interest rates is low given the company’s low level of bank debt.
Key performance indicators
The company reported turnover of £5,617,533 (2022 - £5,216,166).
The company reported an operating profit of £787,140 (2022 - £153,403).
The company reported net profit after tax of £1,918,348 (2022 - £1,027,125). Dividends of £4,713,035 were paid in the year (2022 - nil).
As at 31 December 2023, the company’s cash balance stood at £396,783 (2022 - £3,090,009) and its net assets stood at £4,233,013 (2022 - £7,027,700).
Future developments and opportunities
The company considers a range of quantitative performance measures to gauge the success, including financial performance, quality measures, environmental measures and health & safety measures. The board assesses the key performance indicators each year and is satisfied that the results are in line with expectations for 2023.
Other information and explanations
There were no post-balance sheet date developments or opportunities of a material nature between 31st December 2023 and the signing of the accounts.
Mr G Walters
Director
14 August 2024
STRI LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -
The directors present their annual report and financial statements for the year ended 31 December 2023.
Principal activities
The principal activity of the company continued to be that of sports and amenity turf consultancy.
Results and dividends
The results for the year are set out on page 8.
Ordinary dividends were paid amounting to £4,713,035. The directors do not recommend payment of a further dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mr L A Penrose
Mr M Godfrey
Mr R Stuttard
Mr G Walters
Auditor
The auditor, Azets Audit Services Limited, 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.
On behalf of the board
Mr G Walters
Director
14 August 2024
STRI LTD
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 4 -
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.
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.
STRI LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF STRI LTD
- 5 -
Opinion
We have audited the financial statements of STRI Ltd (the 'company') for the year ended 31 December 2023 which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 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.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the 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.
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 strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
STRI LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF STRI LTD
- 6 -
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:
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
certain disclosures of remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the 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.
STRI LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF STRI LTD
- 7 -
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:
Enquiry of management and those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud;
Reviewing minutes of meetings of those charged with governance;
Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the company through enquiry and inspection;
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;
Performing audit work over the risk of management bias and 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 indicators of potential bias; and
Performing audit work over the timing and recognition of revenue and in particular whether it has been recorded in the correct accounting period.
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.
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.
Chris Butt
Senior Statutory Auditor
For and on behalf of Azets Audit Services Limited
14 August 2024
Chartered Accountants
Statutory Auditor
12 King Street
Leeds
LS1 2HL
STRI LTD
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
- 8 -
2023
2022
Notes
£
£
Turnover
3
5,617,533
5,216,166
Cost of sales
(3,294,162)
(3,562,163)
Gross profit
2,323,371
1,654,003
Administrative expenses
(2,068,921)
(1,814,893)
Other operating income
532,690
314,293
Operating profit
4
787,140
153,403
Interest receivable and similar income
7
1,315,609
918,024
Interest payable and similar expenses
8
(22,791)
(15,596)
Profit before taxation
2,079,958
1,055,831
Tax on profit
9
(161,610)
(28,706)
Profit for the financial year
1,918,348
1,027,125
The profit and loss account has been prepared on the basis that all operations are continuing operations.
There was no other comprehensive income in the current or prior year.
STRI LTD
BALANCE SHEET
AS AT
31 DECEMBER 2023
31 December 2023
- 9 -
2023
2022
Notes
£
£
£
£
Fixed assets
Tangible assets
11
541,273
478,245
Investments
12
1,719,466
1,708,477
2,260,739
2,186,722
Current assets
Debtors
16
4,108,492
3,859,904
Cash at bank and in hand
396,783
3,090,009
4,505,275
6,949,913
Creditors: amounts falling due within one year
18
(2,240,300)
(1,814,949)
Net current assets
2,264,975
5,134,964
Total assets less current liabilities
4,525,714
7,321,686
Creditors: amounts falling due after more than one year
19
(252,328)
(259,986)
Provisions for liabilities
Deferred tax liability
21
40,373
34,000
(40,373)
(34,000)
Net assets
4,233,013
7,027,700
Capital and reserves
Called up share capital
24
1,000
1,000
Profit and loss reserves
4,232,013
7,026,700
Total equity
4,233,013
7,027,700
The financial statements were approved by the board of directors and authorised for issue on 14 August 2024 and are signed on its behalf by:
Mr G Walters
Director
Company Registration No. 03188329
STRI LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 10 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 January 2022
1,000
5,999,575
6,000,575
Year ended 31 December 2022:
Profit and total comprehensive income for the year
-
1,027,125
1,027,125
Balance at 31 December 2022
1,000
7,026,700
7,027,700
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
1,918,348
1,918,348
Dividends
10
-
(4,713,035)
(4,713,035)
Balance at 31 December 2023
1,000
4,232,013
4,233,013
STRI LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 11 -
1
Accounting policies
Company information
STRI Ltd is a private company limited by shares incorporated in England and Wales. The registered office is St Ives Estate, Bingley, BD16 1AU.
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 £1.
The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’: Interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The results for STRI Ltd are included in the consolidated financial statements for the immediate parent company STRI Holdings Limited. The registered office of STRI Holdings Limited is St Ives Estate, Bingley, BD16 1AU.
The ultimate parent undertaking and controlling party changed in the year and is now STRI EOT Limited, a company incorporated in the United Kingdom.
1.2
Going concern
The directors have considered all factors, including in the wider economy, as part of their assessment of going concern. Although the current economic climate creates both cashflow and profitability risks for the company, the directors believe on balance that they have sufficient resources to enable trading to continue for a period of at least one year from the date of approval of the financial statements, on the basis of information currently available to them as at the point of approving these. Accordingly, these financial statements have been prepared on the going concern basis.true
STRI LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 12 -
1.3
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.
1.4
Research and development expenditure
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
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
5% Straight line
Trials Ground Equipment
25% Straight line
Motor Vehicles
20% Straight line
Office Equipment
10% Straight line
IT Equipment
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.
1.6
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
STRI LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 13 -
1.7
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible 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.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset 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 in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.8
Construction contracts
Construction contract debtors represent the gross unbilled amount for contract work performed to date. They are measured at cost plus profit recognised to date less a provision for foreseeable losses and less progress billings. Variations are included in contract turnover when they are reliably measurable and it is probable that the customer will approve the variation itself and the revenue arising from the variation. Claims are included in contract turnover only when they are reliably measurable and negotiations have reached the stage such that it is probable that the customer will accept the claim. Cost includes all expenditure related directly to specific projects and an allocation of fixed and variable overheads incurred in the Company's contract activities based on normal operating capacity.
Construction contract debtors are presented as part of debtors in the balance sheet. If payments received from customers exceed the income recognised, then the difference is presented as payments received on account in the balance sheet.
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.
STRI LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 14 -
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.
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.
STRI LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 15 -
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.
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.
STRI LTD
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
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.
Amounts due from lessees under finance leases are recognised as receivables at the amount of the company’s net investment in the leases. Finance lease income is allocated to accounting periods so as to reflect a constant periodic rate of return on the company’s net investment outstanding in respect of leases.
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.
STRI LTD
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.
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Recognition of revenues on long term contracts
The majority of the company's activities are undertaken via long-term contracts spanning more than one accounting period. These contracts are accounted for in accordance with FRS 102 which requires estimates to be made for the contract costs and revenue.
Management base their judgement of contract costs and revenue on the latest available information, which includes detailed contract valuations. Contract costs and revenue are affected by a variety of uncertainties that depend on the outcome of future events and often need to be revised as events unfold and uncertainties are resolved. The estimates are updated regularly and any impact reflected as appropriate.
STRI LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 18 -
3
Turnover
2023
2022
£
£
Turnover analysed by class of business
Sports Turf Consultancy
5,617,533
5,216,166
2023
2022
£
£
Turnover analysed by geographical market
UK
3,071,696
3,539,998
Rest of Europe
778,904
763,172
Rest of the World
1,766,933
912,996
5,617,533
5,216,166
4
Operating profit
2023
2022
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange losses/(gains)
86,008
(9,819)
Research and development costs
2,985
3,018
Fees payable to the company's auditor for the audit of the company's financial statements
21,119
18,084
Depreciation of owned tangible fixed assets
67,804
66,583
(Profit)/loss on disposal of tangible fixed assets
-
1,710
Operating lease charges
106,048
98,326
5
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2023
2022
Number
Number
Directors
4
5
Other staff
60
60
Total
64
65
STRI LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
5
Employees
(Continued)
- 19 -
Their aggregate remuneration comprised:
2023
2022
£
£
Wages and salaries
2,577,476
2,552,929
Social security costs
261,549
289,561
Pension costs
131,281
123,682
2,970,306
2,966,172
6
Directors' remuneration
2023
2022
£
£
Remuneration for qualifying services
463,295
448,043
Company pension contributions to defined contribution schemes
45,352
32,130
508,647
480,173
Remuneration disclosed above include the following amounts paid to the highest paid director:
2023
2022
£
£
Remuneration for qualifying services
151,886
90,985
Company pension contributions to defined contribution schemes
8,719
6,425
7
Interest receivable and similar income
2023
2022
£
£
Interest income
Other interest income
19,804
25,262
Income from fixed asset investments
Income from shares in associates
1,295,805
892,762
Total income
1,315,609
918,024
8
Interest payable and similar expenses
2023
2022
£
£
Interest on bank overdrafts and loans
22,791
15,596
STRI LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 20 -
9
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
154,444
(29,765)
Adjustments in respect of prior periods
793
Group tax relief
24,785
Total current tax
155,237
(4,980)
Deferred tax
Origination and reversal of timing differences
6,216
33,686
Adjustment in respect of prior periods
157
Total deferred tax
6,373
33,686
Total tax charge
161,610
28,706
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2023
2022
£
£
Profit before taxation
2,079,958
1,055,831
Expected tax charge based on the standard rate of corporation tax in the UK of 23.50% (2022: 19.00%)
488,790
200,608
Tax effect of expenses that are not deductible in determining taxable profit
2,021
2,810
Tax effect of income not taxable in determining taxable profit
(77,008)
(237)
Adjustments in respect of prior years
(1,714)
Group relief
(24,968)
24,785
Research and development tax credit
17,363
(42,593)
Dividend income
(238,412)
(169,625)
Other
(4,462)
12,958
Taxation charge for the year
161,610
28,706
The UK corporation tax rate increased from 19% to 25% from April 2023. Tax is measured at 23.5%, which is a combination of both rates.
Deferred tax balances at the reporting date are therefore measured at 25% (2022 - 25%).
STRI LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 21 -
10
Dividends
2023
2022
£
£
Final paid
4,713,035
STRI LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 22 -
11
Tangible fixed assets
Freehold Land and Buildings
Trials Ground Equipment
Assets under construction
Office Equipment
IT Equipment
Motor Vehicles
Total
£
£
£
£
£
£
£
Cost
At 1 January 2023
102,818
59,388
259,159
712,842
127,998
11,260
1,273,465
Additions
3,144
21,851
62,250
33,082
10,505
130,832
Transfers
321,409
(321,409)
At 31 December 2023
427,371
81,239
745,924
138,503
11,260
1,404,297
Depreciation and impairment
At 1 January 2023
15,471
34,829
653,530
80,130
11,260
795,220
Depreciation charged in the year
13,198
12,805
17,808
23,993
67,804
At 31 December 2023
28,669
47,634
671,338
104,123
11,260
863,024
Carrying amount
At 31 December 2023
398,702
33,605
74,586
34,380
541,273
At 31 December 2022
87,347
24,559
259,159
59,312
47,868
478,245
STRI LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 23 -
12
Fixed asset investments
2023
2022
Notes
£
£
Investments in subsidiaries
13
1,435,777
1,424,788
Investments in associates
14
283,688
283,688
Investments in joint ventures
15
1
1
1,719,466
1,708,477
Movements in fixed asset investments
Shares in subsidiaries, associates and joint ventures
£
Cost or valuation
At 1 January 2023
1,708,477
Additions
10,989
At 31 December 2023
1,719,466
Carrying amount
At 31 December 2023
1,719,466
At 31 December 2022
1,708,477
Other investments includes an investment in E-Nano Ltd which, in the prior year, increased from 7.5% to 10%.
13
Subsidiaries
Details of the company's subsidiaries at 31 December 2023 are as follows:
Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Carrick Sports Construction Limited
2 South Wardpark Court, Cumbernauld, Glasgow, United Kingdom, G67 3EH
Sports facility construction
Ordinary shares
60.00
Mashup Analytics Ltd
C/O STRI St. Ives Estate, Harden, Bingley, United Kingdom, BD16 1AU
Sports data analytics
Ordinary shares
75.00
SportsTurf Consultants (Australia) Pty. Ltd
Unit 112, 45 Gilby Road, MT Waverley, Victoria 3149, Australia
Sports and amenity turf consultancy
Ordinary shares
100.00
STRI Australia Pty Ltd
Unit 112, 45 Gilby Road, MT Waverley, Victoria 3149, Australia
Sports and amenity turf consultancy
Ordinary shares
100.00
STRI Hong Kong Limited
Room 2A, 14/F Chun Wo Comm. Centre, 23-29 Wing Wo Street, Central, Hong Kong
Sports and amenity turf consultancy
Ordinary shares
100.00
The Environmental Protection Group Limited
C/O STRI Ltd St. Ives Estate, Harden, Bingley, England, BD16 1AU
Environmental consultant
Ordinary shares
100.00
STRI Arabia Ltd
Al Zahra, Said Al Dawlah Al Hamdani, Riyadh, Kingdom of Saudi Arabia
Sports and amenity turf consultancy
Ordinary Shares
100.00
STRI LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 24 -
14
Associates
Details of the company's associates at 31 December 2023 are as follows:
Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Aspire Sport Turf Management WLL
Hessa Compound, Villa 5, Al Doha, Qatar
Sports and amenity turf consultancy
Ordinary shares
30.00
Shanghai Tizan Turf Science Co
Shanghai Kehua Sports Offices, 858 Fang Dian road, Pudong New District, China
Sports and amenity turf consultancy
Ordinary shares
40.00
15
Joint ventures
Details of the company's joint ventures at 31 December 2023 are as follows:
Name of undertaking
Registered office
Nature of business
Interest
% Held
held
Direct
Sustainable Water and Drainage Systems Limited
c/o Polypipe Ltd, Broomhouse Lane, Edlington, Doncaster, DN12 1ES
Water management solutions
Ordinary shares
50.00
Sustainable Water and Drainage Systems BV
c/o Polypipe Ltd, Broomhouse Lane, Edlington, Doncaster, DN12 1ES
Water management solutions
Ordinary Shares
50.00
16
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
1,062,558
860,106
Gross amounts owed by contract customers
275,586
176,789
Corporation tax recoverable
28,974
Amounts owed by group undertakings
1,932,014
1,980,583
Finance leases receivable
139,802
134,329
Other debtors
215,978
161,179
Prepayments and accrued income
95,882
96,046
3,721,820
3,438,006
2023
2022
Amounts falling due after more than one year:
£
£
Amounts owed by group undertakings
104,576
Finance leases receivable
282,096
421,898
386,672
421,898
Total debtors
4,108,492
3,859,904
Amounts owed by group undertakings are interest free and repayable on demand.
STRI LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 25 -
17
Finance lease receivables
2023
2022
£
£
Gross amounts receivable under finance leases:
Within one year
139,802
134,329
In two to five years
282,096
421,898
421,898
556,227
Unearned finance income
Present value of minimum lease payments receivable
421,898
556,227
The present value is receivable as follows:
Within one year
139,802
134,329
In two to five years
282,096
421,898
421,898
556,227
Analysis of finance leases
The company enters into financial leasing arrangements for plant and machinery. The average term of finance leases entered into is 5 years.
18
Creditors: amounts falling due within one year
2023
2022
Notes
£
£
Bank loans
20
17,586
14,042
Obligations under finance leases
1,535
Trade creditors
225,835
213,082
Amounts owed to group undertakings
1,424,007
1,045,203
Corporation tax
81,418
Other taxation and social security
185,600
207,640
Deferred income
22
162,751
204,200
Other creditors
10,941
27,940
Accruals
130,627
102,842
2,240,300
1,814,949
Amounts owed to group undertakings are interest free and repayable on demand.
STRI LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 26 -
19
Creditors: amounts falling due after more than one year
2023
2022
Notes
£
£
Bank loans and overdrafts
20
235,945
259,986
Other creditors
16,383
252,328
259,986
Bank loans are secured against leasehold property held by STRI Limited.
Amounts included above which fall due after five years are as follows:
Payable by instalments
189,879
210,570
20
Loans and overdrafts
2023
2022
£
£
Bank loans
253,531
274,028
Payable within one year
17,586
14,042
Payable after one year
235,945
259,986
Bank loans are secured against leasehold property held by STRI Limited.
The bank loan is repayable over 20 years at an interest rate of 2.35% above the base rate.
21
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
40,373
34,000
2023
Movements in the year:
£
Liability at 1 January 2023
34,000
Charge to profit or loss
6,373
Liability at 31 December 2023
40,373
STRI LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 27 -
22
Deferred income
2023
2022
£
£
Other deferred income
162,751
204,200
23
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
131,281
123,682
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.
At the year end, the company has accrued for £nil (2022 - £2,605) of pension costs which have not been paid to the scheme provider.
24
Share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
1,000
1,000
1,000
1,000
25
Operating lease commitments
Lessee
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
114,471
121,161
Between two and five years
137,910
199,267
252,381
320,428
STRI LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 28 -
26
Related party transactions
Transactions with related parties
During the year the company entered into the following transactions with related parties:
Sales
Sales
Purchases
Purchases
2023
2022
2023
2022
£
£
£
£
Entities over which the entity has control, joint control or significant influence
566,837
221,636
866,226
932,296
Other related parties
249,114
102,885
-
313,700
Finance lease
2023
2022
£
£
Entities over which the entity has control, joint control or significant influence
421,898
556,227
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
905,308
905,176
Entities over which the entity has control, joint control or significant influence
1,026,706
256,759
27
Ultimate controlling party
STRI Ltd is a wholly owned subsidiary of STRI Holdings Limited. The results of the company are included in the consolidated financial statements for STRI Holdings Limited, which are available from St Ives Estate, Bingley, West Yorkshire, BD16 1AU.
The ultimate parent undertaking and controlling party changed in the year and is now STRI EOT Limited, a company incorporated in the United Kingdom.
28
Parental Guarantee
STRI Ltd has, in accordance with s479C of the Companies Act 2006, provided a guarantee over the liabilities of its subsidiary, Mashup Analytcs Ltd (company registration number 11334235; registered in England & Wales; registered office address C/O STRI St. Ives Estate, Harden, Bingley, United Kingdom, BD16 1AU) which permits the subsidiary to not obtain an audit of their individual financial statements for the year ended 31 December 2023, in accordance with the exemptions conferred by s479A Companies Act 2006.
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