Caseware UK (AP4) 2023.0.135 2023.0.135 2023-11-302024-05-132024-05-232023-11-302024-05-13truetruetruefalsefalse90construction of civil engeneering projects2022-12-0190truefalse 01688008 2022-12-01 2023-11-30 01688008 2021-12-01 2022-11-30 01688008 2023-11-30 01688008 2022-11-30 01688008 2021-12-01 01688008 c:CompanySecretary1 2022-12-01 2023-11-30 01688008 c:Director1 2022-12-01 2023-11-30 01688008 c:Director2 2022-12-01 2023-11-30 01688008 c:Director3 2022-12-01 2023-11-30 01688008 c:Director4 2022-12-01 2023-11-30 01688008 c:Director5 2022-12-01 2023-11-30 01688008 c:Director6 2022-12-01 2023-11-30 01688008 c:RegisteredOffice 2022-12-01 2023-11-30 01688008 d:MotorVehicles 2022-12-01 2023-11-30 01688008 d:MotorVehicles 2023-11-30 01688008 d:MotorVehicles 2022-11-30 01688008 d:MotorVehicles d:OwnedOrFreeholdAssets 2022-12-01 2023-11-30 01688008 d:FurnitureFittings 2022-12-01 2023-11-30 01688008 d:FurnitureFittings 2023-11-30 01688008 d:FurnitureFittings 2022-11-30 01688008 d:FurnitureFittings d:OwnedOrFreeholdAssets 2022-12-01 2023-11-30 01688008 d:OfficeEquipment 2022-12-01 2023-11-30 01688008 d:OfficeEquipment 2023-11-30 01688008 d:OfficeEquipment 2022-11-30 01688008 d:OfficeEquipment d:OwnedOrFreeholdAssets 2022-12-01 2023-11-30 01688008 d:OwnedOrFreeholdAssets 2022-12-01 2023-11-30 01688008 d:CurrentFinancialInstruments 2023-11-30 01688008 d:CurrentFinancialInstruments 2022-11-30 01688008 d:Non-currentFinancialInstruments 2023-11-30 01688008 d:Non-currentFinancialInstruments 2022-11-30 01688008 d:Non-currentFinancialInstruments 1 2023-11-30 01688008 d:Non-currentFinancialInstruments 1 2022-11-30 01688008 d:CurrentFinancialInstruments d:WithinOneYear 2023-11-30 01688008 d:CurrentFinancialInstruments d:WithinOneYear 2022-11-30 01688008 d:Non-currentFinancialInstruments d:AfterOneYear 2023-11-30 01688008 d:Non-currentFinancialInstruments d:AfterOneYear 2022-11-30 01688008 d:ReportableOperatingSegment1 2022-12-01 2023-11-30 01688008 d:ReportableOperatingSegment1 2021-12-01 2022-11-30 01688008 d:ReportableOperatingSegment2 2022-12-01 2023-11-30 01688008 d:ReportableOperatingSegment2 2021-12-01 2022-11-30 01688008 d:UKTax 2022-12-01 2023-11-30 01688008 d:UKTax 2021-12-01 2022-11-30 01688008 d:ShareCapital 2023-11-30 01688008 d:ShareCapital 2022-11-30 01688008 d:ShareCapital 2021-12-01 01688008 d:CapitalRedemptionReserve 2022-12-01 2023-11-30 01688008 d:CapitalRedemptionReserve 2023-11-30 01688008 d:CapitalRedemptionReserve 2022-11-30 01688008 d:CapitalRedemptionReserve 2021-12-01 01688008 d:RetainedEarningsAccumulatedLosses 2022-12-01 2023-11-30 01688008 d:RetainedEarningsAccumulatedLosses 2023-11-30 01688008 d:RetainedEarningsAccumulatedLosses 2021-12-01 2022-11-30 01688008 d:RetainedEarningsAccumulatedLosses 2022-11-30 01688008 d:RetainedEarningsAccumulatedLosses 2021-12-01 01688008 c:OrdinaryShareClass1 2022-12-01 2023-11-30 01688008 c:OrdinaryShareClass1 2023-11-30 01688008 c:OrdinaryShareClass1 2022-11-30 01688008 c:PreferenceShareClass1 2022-12-01 2023-11-30 01688008 c:PreferenceShareClass1 2022-11-30 01688008 c:FRS102 2022-12-01 2023-11-30 01688008 c:Audited 2022-12-01 2023-11-30 01688008 c:FullAccounts 2022-12-01 2023-11-30 01688008 c:PrivateLimitedCompanyLtd 2022-12-01 2023-11-30 01688008 d:WithinOneYear 2023-11-30 01688008 d:WithinOneYear 2022-11-30 01688008 d:HirePurchaseContracts d:WithinOneYear 2023-11-30 01688008 d:HirePurchaseContracts d:WithinOneYear 2022-11-30 01688008 2 2022-12-01 2023-11-30 01688008 6 2022-12-01 2023-11-30 01688008 d:AcceleratedTaxDepreciationDeferredTax 2023-11-30 01688008 d:AcceleratedTaxDepreciationDeferredTax 2022-11-30 01688008 d:TaxLossesCarry-forwardsDeferredTax 2023-11-30 01688008 d:TaxLossesCarry-forwardsDeferredTax 2022-11-30 01688008 d:MotorVehicles d:LeasedAssetsHeldAsLessee 2023-11-30 01688008 d:MotorVehicles d:LeasedAssetsHeldAsLessee 2022-11-30 01688008 f:PoundSterling 2022-12-01 2023-11-30 xbrli:shares iso4217:GBP xbrli:pure

Registered number: 01688008









CONISTON LIMITED









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 NOVEMBER 2023

 
CONISTON LIMITED
 
 
COMPANY INFORMATION


Directors
J P Rathbone 
A G Wildgoose 
S L Clark 
G F Evans 
D Georgiou 
M J Sellars 




Company secretary
A G Wildgoose



Registered number
01688008



Registered office
Collingwood House
Schooner Court

Crossways

Dartford

Kent

DA2 6QQ




Auditors
Barnes Roffe LLP
Chartered Accountants and Statutory Auditors

Charles Lake House

Claire Causeway

Crossways Business Park

Dartford

Kent

DA2 6QA





 
CONISTON LIMITED
 

CONTENTS



Page
Strategic Report
 
1 - 2
Directors' Report
 
3 - 4
Independent Auditors' Report
 
5 - 8
Statement of Comprehensive Income
 
9
Balance Sheet
 
10
Statement of Changes in Equity
 
11
Notes to the Financial Statements
 
12 - 29


 
CONISTON LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 30 NOVEMBER 2023

Introduction
 
The directors present their strategic report accompanying the financial statements for the year ended 30 November 2023.

Business review
 
During our 42nd financial year, due to broad industry and global challenges there has been a slight decrease in annual turnover to £28.7M Despite the challenges faced, the profitability of the business has improved as anticipated and a small profit was declared. 
The company have taken a more regimented process towards selecting the correct opportunities for the business and we are maintaining excellent working relationships with our clients. We have secured several long-term contracts, including framework agreements, which secure future turnover, and have a strong pipeline of tender opportunities. 
We consider our staff our greatest asset and continue to invest heavily in staff training and development which ensures low levels of staff turnover. The company has maintained its relationships with recruiting placement students and graduates to futureproof the workforce, as well as key strategic recruitment of experienced staff as required. 
Throughout the course of the previous year John Rathbone, our Founder and Managing Director, has moved into a Chairman position whilst remaining actively involved in the business. This change has resulted in Deano Georgiou taking on the Managing Director role, supported by the dedicated board of directors.
The board has an active appetite to grow the business to a further level, achieving managed growth targets. There is evidence that the current level of overhead could deliver an increased level of turnover, thus improving margin. Growth entails maintaining our current contract diversity and demographic, whilst supplementing this with targeted higher value contracts.  

Principal risks and uncertainties
 
The business has identified a number of risks which are being closely monitored by the board, primarily:
Securing of Future Contracts:
Whilst there are a number of new work opportunities available for tender, it is important to ensure the opportunities are correct for the business requirements and only entered into when risks have been fully evaluated, and on agreeable terms by all. 
Escalating Costs:
Due to the uncertainty in the world environment, materials and labour are continuously subject to change. Whilst we have seen a stabilisation of these costs in recent months, this has to be closely monitored, especially in respect of fixed cost contracts and the long durations of higher value contracts. 
Sub-Contractor / Supply Chain
We continue to monitor our competitors, and wider construction organisations who have suffered financial losses and administration, which has a wider impact on the industry and supply chain.

Page 1

 
CONISTON LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2023

Financial key performance indicators
 
Key Performance Indicators are monitored closely by the board including, Turnover, Gross Profit and Overhead costs with monthly management accounts analysed and discussed. 
The board remain confident that close monitoring of the management accounts will enable us to further enhance our profitability and grow the business. 

Other key performance indicators
 
No other key performance indicators are used.


This report was approved by the board on 13 May 2024 and signed on its behalf.





A G Wildgoose
Director

Page 2

 
CONISTON LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 NOVEMBER 2023

The directors present their report and the financial statements for the year ended 30 November 2023.

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the company's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and to enable them to ensure that the financial statements comply with the Companies Act 2006They 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.

Results and dividends

The profit for the year, after taxation, amounted to £81,023 (2022 - loss £800,267).

Dividends of £583,295 have been declared and paid during the year (2022 - £328,044).

Directors

The directors who served during the year were:

J P Rathbone 
A G Wildgoose 
S L Clark 
G F Evans 
D Georgiou 
M J Sellars 

Future developments

The directors are always looking to improve the profitability of the company. They are looking to identifying niche markets that the company can add to the existing profile to enhance the services they provide to their customers. 

Page 3

 
CONISTON LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2023

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the company's auditors are aware of that information.

Post balance sheet events

There have been no significant events affecting the company since the year end.

Auditors

The auditorsBarnes Roffe LLPwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 13 May 2024 and signed on its behalf.
 





A G Wildgoose
Director

Page 4

 
CONISTON LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CONISTON LIMITED
 

Opinion


We have audited the financial statements of Coniston Limited (the 'company') for the year ended 30 November 2023, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe 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 30 November 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.


Basis for opinion


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


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.


Page 5

 
CONISTON LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CONISTON LIMITED (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual ReportOur 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.


Opinion on other matters prescribed by the Companies Act 2006
 

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


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 directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Page 6

 
CONISTON LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CONISTON LIMITED (CONTINUED)


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 3, 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.


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


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with law and regulations, was as follows: 
• The engagement partner ensured that the engagement team collectively had the appropriate competence,   capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
• We identified the laws and regulations applicable to the company through discussion with directors and other   management, and from our commercial knowledge and experience of the construction sector which  the    company operates in;
• The specific laws and regulations which we considered may have a direct material effect on the financial   statements or the operations of the company, are as follows;
  o Companies Act 2006
  o FRS102
  o Health and Safety legislation
  o Employment legislation
  o Tax legislation 
• We assessed the extent of compliance with the laws and regulations identified above through making    enquiries of management, reviewing board minutes and inspecting relevant correspondence; and
• Laws and regulations were communicated within the audit team at the planning meeting, and during the                               audit as any further laws and regulations were identified. The audit team remained alert to instances of non-          compliance throughout the audit; 
We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur by: 
• Making enquires of management as to where they consider there was susceptibility to fraud and their    knowledge of actual, suspected and alleged fraud; 
• Considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and   
Page 7

 
CONISTON LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CONISTON LIMITED (CONTINUED)


 regulations;
• Reviewing the financial statements and testing the disclosures against supporting documentation;
• Performing analytical procedures to identify any unusual or unexpected trends or anomalies;
• Inspecting and testing journal entries to identify unusual or unexpected transactions;
• Assessing whether judgement and assumptions made in determining significant accounting estimates,    including amounts recoverable on long term contracts, work in progress and the useful economic lives  of 
          tangible fixed assets, were indicative of management bias; and
• Investigating the rationale behind significant transactions, or transactions that are unusual or outside the    company’s usual course of business. 
The areas that we identified as being susceptible to misstatement through fraud were:
• Management bias in the estimates and judgements made;
• Management override of controls; and 
• Posting of unusual journals or transactions.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation.  This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.


Use of our report
 

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




Ben Bradley (Senior Statutory Auditor)
for and on behalf of
Barnes Roffe LLP
Chartered Accountants and Statutory Auditors
Charles Lake House
Claire Causeway
Crossways Business Park
Dartford
Kent
DA2 6QA

23 May 2024
Page 8

 
CONISTON LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 NOVEMBER 2023

2023
2022
Note
£
£

  

Turnover
 4 
28,669,974
30,325,253

Cost of sales
  
(26,083,357)
(27,936,369)

Gross profit
  
2,586,617
2,388,884

Administrative expenses
  
(2,488,144)
(2,660,474)

Operating profit/(loss)
 5 
98,473
(271,590)

Interest receivable and similar income
 9 
9,900
1,119

Profit/(loss) before tax
  
108,373
(270,471)

Tax on profit/(loss)
 10 
(27,350)
(529,796)

Profit/(loss) for the financial year
  
81,023
(800,267)

There were no recognised gains and losses for 2023 or 2022 other than those included in the statement of comprehensive income.

There was no other comprehensive income for 2023 (2022:£NIL).

The notes on pages 12 to 29 form part of these financial statements.

Page 9

 
CONISTON LIMITED
REGISTERED NUMBER: 01688008

BALANCE SHEET
AS AT 30 NOVEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Tangible assets
 12 
142,490
51,884

Investments
 14 
102
51

  
142,592
51,935

Current assets
  

Stocks
 13 
121,834
4,108

Debtors: amounts falling due within one year
 15 
6,516,664
8,599,701

Cash at bank and in hand
 16 
1,386,885
1,459,726

  
8,025,383
10,063,535

Creditors: amounts falling due within one year
 17 
(7,349,742)
(8,794,915)

Net current assets
  
 
 
675,641
 
 
1,268,620

Total assets less current liabilities
  
818,233
1,320,555

Creditors: amounts falling due after more than one year
 18 
-
(50)

  

Net assets
  
818,233
1,320,505


Capital and reserves
  

Called up share capital 
 21 
100
100

Capital redemption reserve
 22 
600
600

Profit and loss account
 22 
817,533
1,319,805

  
818,233
1,320,505


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




A G Wildgoose
Director

Date: 13 May 2024

The notes on pages 12 to 29 form part of these financial statements.

Page 10

 
CONISTON LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 NOVEMBER 2023


Called up share capital
Capital redemption reserve
Profit and loss account
Total equity

£
£
£
£

At 1 December 2022
100
600
1,319,805
1,320,505



Profit for the year
-
-
81,023
81,023

Dividends: Equity capital
-
-
(583,295)
(583,295)


At 30 November 2023
100
600
817,533
818,233



STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 NOVEMBER 2022


Called up share capital
Capital redemption reserve
Profit and loss account
Total equity

£
£
£
£

At 1 December 2021
100
600
2,448,116
2,448,816



Loss for the year
-
-
(800,267)
(800,267)

Dividends: Equity capital
-
-
(328,044)
(328,044)


At 30 November 2022
100
600
1,319,805
1,320,505


The notes on pages 12 to 29 form part of these financial statements.

Page 11

 
CONISTON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

1.


General information

Coniston Limited is a private company limited by shares, registered in England and Wales. The address of the registered office is Collingwood House, Schooner Court, Crossways, Dartford, Kent, DA2 6QQ. The company's principal activity during the year under review continued to be that of construction projects.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the company's accounting policies (see note 3).

The following principal accounting policies have been applied:

 
2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Coniston Dartford Limited as at 30 November 2023 and these financial statements may be obtained from Collingwood House, Schooner Court, Crossways, Dartford, Kent, DA2 6QQ.

  
2.3

Exemption from preparing consolidated financial statements

The company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under UK law and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.

 
2.4

Going concern

The directors have concluded that there are no significant uncertainities that would impact the company's going concern status for the next 12 months. These financial statements have been prepared on a going concern basis. 

Page 12

 
CONISTON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

2.Accounting policies (continued)

 
2.5

Revenue

Revenue arises from property and civil engineering contracts and is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The amount of revenue included reflects the accruals of the right to consideration as the contract activity progress by reference to the value of the work performed. The following criteria must also be met before revenue is recognised:
Revenue from a contract to provide property and civil engineering services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
•   the amount of revenue can be measured reliably;
•   it is probable that the company will receive the consideration due under the contract;
•   the stage of completion of the contract at the end of the reporting period can be measured reliably;
•   the costs incurred and the costs to complete the contract can be measured reliably; and
•   where the contract outcome cannot be measured reliably, revenue is recognised only to the extent of
    the expense recognised that are recoverable.

 
2.6

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

The company adds to the carrying amount of an item of fixed assets the cost of replacing part of such an item when that cost is incurred, if the replacement part is expected to provide incremental future benefits to the company. The carrying amount of the replaced part is derecognised. Repairs and maintenance are charged to profit or loss during the period in which they are incurred.

Page 13

 
CONISTON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

2.Accounting policies (continued)


2.6
Tangible fixed assets (continued)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using both straight-line and reducing balance methods.

Depreciation is provided on the following base:

Motor vehicles
-
25%
reducing balance
Fixtures and fittings
-
25%
reducing balance/ 7 years straight line
Office equipment
-
10%
/25%/33.33% reducing balance

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.7

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.8

Stocks and work in progress

Stocks and work in progress are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.9

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

  
2.10

Long-term contracts

Amounts recoverable on long-term contracts, which are included in debtors, are stated at net sales value of work done after provisions for contingencies and anticipated future losses on contacts, less amounts received as progress payments on account. Where such amounts have been received and exceed amounts recovered, the net amounts are included in creditors as payments on account.

Page 14

 
CONISTON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

2.Accounting policies (continued)

 
2.11

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.12

Financial instruments

The company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Financial liabilities

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

Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

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

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.



Page 15

 
CONISTON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

2.Accounting policies (continued)

 
2.13

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.14

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

 
2.15

Operating leases: the company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.16

Pensions

Defined contribution pension plan

The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the company in independently administered funds.

 
2.17

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.18

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

Page 16

 
CONISTON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

2.Accounting policies (continued)

 
2.19

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Page 17

 
CONISTON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

The company makes estimates and assumptions concerning the future. Management are also required to exercise judgement in the processs of applying the company's accounting policies. Estimates and judgements are continually evaluated and are based on historical experience and other factors including expectations of future events that are believed to be reasonable under circumstances.
The estimates and assumptions that have significant risk of causing a material adjustment to the carrying amounts of assets and liabilities are addressed below.
Depreciation and residual values
The directors have reviewed the asset live and associated residual values of all the fixed assets and have concluded the asset lives and residual values are appropriate.
The actual lives of the assets and residual values are accessed annually and may vary depending ona anumber of factors. In re-assessing assets lives, factors such as technological innovations, product life cycles and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and project disposal values.
Recoverability of Trade Debtors 
Trade and other debtors are recognised to the extent that they are judged recoverable. Provisions are made specifically against invoices where recoverability is uncertain.
Management makes allowances for doubtful debts on an assessment of the recoverability of debtors.
Work in progress (and Amounts recoverable on Long-term contracts)
The company uses qualified third party quantity surveyors to value projects and calculate the amount that the company bill the client. If management disagree with the valuation from the surveyors, the valuation will be challenged and the client is only billed when the valuation has been agreed.
All income and costs recorded on the surveyor's valuation which are not yet invoiced at the year end are provided for by means of an accrual.
The directors are required to make an assessment with regard to the future costs the company is likely to incur so as to fulfil its obligation under contracts, including remedial work necessary to guarantee the release of retention balances. Only specific provisions against contracts where such a provision is required or where specific remedial work is required are recognised. No general provisions are recognised.  

Page 18

 
CONISTON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

4.


Turnover

An analysis of turnover by class of business is as follows:


2023
2022
£
£

Property and civil engineering projects
28,174,357
29,944,253

Management fees
495,617
381,000

28,669,974
30,325,253


All turnover arose within the United Kingdom.


5.


Operating profit/(loss)

The operating profit/(loss) is stated after charging:

2023
2022
£
£

Depreciation of fixed assets
29,254
17,668

Other operating lease rentals
100,231
73,333


6.


Auditors' remuneration

During the year, the company obtained the following services from the company's auditors:


2023
2022
£
£

Fees payable to the company's auditors for the audit of the company's financial statements
24,725
21,850

The company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent company.

Page 19

 
CONISTON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

7.


Employees

Staff costs, including directors' remuneration, were as follows:


2023
2022
£
£

Wages and salaries
4,325,672
4,456,396

Social security costs
404,433
344,118

Cost of defined contribution scheme
199,519
214,034

4,929,624
5,014,548


The average monthly number of employees, including the directors, during the year was as follows:


        2023
        2022
            No.
            No.







Production
19
21



Administration
23
25



Management
48
44

90
90


8.


Directors' remuneration

2023
2022
£
£

Directors' emoluments
371,496
369,532

Company contributions to defined contribution pension schemes
92,630
93,710

464,126
463,242


During the year retirement benefits were accruing to 5 directors (2022 - 5) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £129,539 (2022 - £128,884).

The value of the company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £25,620 (2022 - £26,454).

Page 20

 
CONISTON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

9.


Interest receivable

2023
2022
£
£


Bank interest receivable
9,900
1,119

9,900
1,119


10.


Taxation


2023
2022
£
£

Corporation tax


Adjustments in respect of previous periods
-
854,936


Deferred tax


Origination and reversal of timing differences
27,350
(325,140)


Tax on profit/(loss)
27,350
529,796

Factors affecting tax charge for the year

The tax assessed for the year is lower than (2022 - higher than) the standard rate of corporation tax in the UK of 23% (2022 - 19%). The differences are explained below:

2023
2022
£
£


Profit/(loss) on ordinary activities before tax
108,373
(270,471)


Profit/(loss) on ordinary activities multiplied by standard rate of corporation tax in the UK of 23% (2022 - 19%)
24,926
(51,389)

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
3,268
550

Capital allowances for year in excess of depreciation
(20,875)
230

Deferred tax
27,350
(325,140)

Adjustment in research and development tax credit leading to an increase/(decrease) in the tax charge
-
854,936

Unrelieved/(utilised) tax losses carried forward
(7,319)
50,609

Total tax charge for the year
27,350
529,796

Page 21

 
CONISTON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023
 
10.Taxation (continued)


Factors that may affect future tax charges

The company has carried forward losses of £1,317,127 (2022: £1,378,442) available to offset against its future trading profits.


11.


Dividends

2023
2022
£
£


Dividends paid on equity capital
583,295
328,044

583,295
328,044


12.


Tangible fixed assets





Motor vehicles
Fixtures and fittings
Office equipment
Total

£
£
£
£



Cost or valuation


At 1 December 2022
180,688
50,184
140,942
371,814


Additions
47,968
8,851
63,970
120,789


Disposals
(12,438)
-
-
(12,438)



At 30 November 2023

216,218
59,035
204,912
480,165



Depreciation


At 1 December 2022
146,899
48,214
124,817
319,930


Charge for the year on owned assets
16,316
1,536
11,402
29,254


Disposals
(11,509)
-
-
(11,509)



At 30 November 2023

151,706
49,750
136,219
337,675



Net book value



At 30 November 2023
64,512
9,285
68,693
142,490



At 30 November 2022
33,789
1,970
16,125
51,884

Page 22

 
CONISTON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

           12.Tangible fixed assets (continued)

The net book value of assets held under finance leases or hire purchase contracts, included above, are as follows:


2023
2022
£
£



Motor vehicles
-
6,399


13.


Stocks

2023
2022
£
£

Work in progress
121,834
4,108

121,834
4,108



14.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 December 2022
51


Additions
51



At 30 November 2023
102




The company has two subsidiary companies, both based in the UK, Parkserve Solutions Limited and Coniston FM Ltd. The company holds a 51% shareholding in both companies, and they trade in facilities management, although Coniston FM Ltd only commenced trading after 1 December 2023.



 


Page 23

 
CONISTON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

15.


Debtors

2023
2022
£
£


Trade debtors
3,026,138
3,569,805

Amounts owed by group undertakings
708,049
1,192,878

Other debtors
68,769
5,711

Prepayments and accrued income
308,570
83,638

Amounts recoverable on long-term contracts
2,111,479
3,426,660

Deferred taxation
293,659
321,009

6,516,664
8,599,701




16.


Cash and cash equivalents

2023
2022
£
£

Cash at bank and in hand
1,386,885
1,459,726

1,386,885
1,459,726



17.


Creditors: Amounts falling due within one year

2023
2022
£
£

Trade creditors
1,899,753
2,156,619

Other taxation and social security
1,292,787
1,954,288

Obligations under finance lease and hire purchase contracts
-
2,324

Other creditors
112,736
17,387

Accruals and deferred income
4,044,466
4,664,297

7,349,742
8,794,915




Page 24

 
CONISTON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

18.


Creditors: Amounts falling due after more than one year

2023
2022
£
£

Share capital treated as debt
-
50

-
50


Disclosure of the terms and conditions attached to the non-equity shares is made in note 21.


19.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

2023
2022
£
£


Within one year
-
2,324

-
2,324

Page 25

 
CONISTON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

20.


Deferred taxation




2023
2022


£

£






At beginning of year
321,009
(4,131)


Charged/(credited) to profit or loss
(27,350)
325,140



At end of year
293,659
321,009

The deferred tax asset is made up as follows:

2023
2022
£
£


Accelerated capital allowances
(35,623)
(5,436)

Tax losses carried forward
329,282
326,445

293,659
321,009


21.


Share capital

2023
2022
£
£
Shares classified as equity

Allotted, called up and fully paid



100 (2022 - 100) Ordinary shares of £1.00 each
100
100

2022
£
Shares classified as debt

Allotted, called up and fully paid



Nil (2022 - 50) Ordinary B shares of £1.00 each
-
50


There are full voting and dividend rights attached to the Ordinary shares.
In February 2023, the company redeemed the 50 Ordinary 'B' shares of £1.00 each at par.

Page 26

 
CONISTON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

22.


Reserves

Capital redemption reserve

The capital redemption reserve represents the nominal value of shares transferred following the purchase of the company's own shares.

Profit and loss account

The profit and loss account represents cumulative profits and losses net of dividends and other adjustments.


23.


Pension commitments

The company operates defined contribution pension schemes. The assets of the schemes are held separately from those of the company in independently administered funds. The pension cost charge represents contributions payable by the company  to the fund and amounted to £199,519 (2022 - £214,034). Contributions totalling £20,682 (2022 - £16,812) were payable to the fund at the balance sheet date and are included in other creditors.


24.


Commitments under operating leases

At 30 November 2023 the company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2023
2022
£
£


Not later than 1 year
-
2,324

Page 27

 
CONISTON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

25.


Related party transactions

A director of the Company is a partner in Coniston Building Services. Trading with this entity has resulted in transactions undertaken and balances outstanding at the year end as follows:
- Rent expense £80,000 (2022- £73,333).
- Sales £1,539 (2022 - £2,493). 
- Purchases £1,105 (2022 - £32,000).   
- Amounts owed to Coniston Building Services as at the balance sheet date £8,000 (2022- £20,095 owed by).
The Company owns 51% of the issued share capital of Parkserve Solutions Limited. Trading with this entity has resulted in transactions undertaken and balances outstanding at the year end as follows:
- Sales £425,000 (2022- £574,630).
- Staff cost recharges £37,413 (2022 - £Nil)
- Amounts owed by Parkserve Solutions Limited as at the balance sheet date £75,000 (2022- £29,005).
A director of the Company is also a director of Apollo Building Services Limited, which is also a subsidiary of the parent company, Coniston Dartford Limited. Trading with this entity has resulted in transactions undertaken and balances outstanding at the year end as follows:
- Sales £Nil (2022 - £350,512).
- Management fee income £400,000 (2022- £336,000). 
- Amounts owed by Apollo Building Services Limited as at the balance sheet date £3,748 (2022 -
£102,357).
A director of the Company is also a director of Momentum Building Services Engineering Limited, which is also a subsidiary of the parent company, Coniston Dartford Limited. Trading with this entity has resulted in transactions undertaken and balances outstanding at the year end as follows:
- Sales £659,664 (2022 - £377,508).
- Management fee income £45,000 (2022 - £45,000). 
- Purchases (cost of sales) £Nil (2022 - £554,089).
- Amounts owed by Momentum Building Services Engineering Limited as  at the balance sheet  date
£185,416 (2022 - £373,067).
The Company is a wholly owned subsidiary of Coniston Dartford Limited.  Activities with this entity has resulted in transactions undertaken and balances outstanding at the year end as follows:
- Dividends declared to Coniston Dartford Limited £583,295 (2022 - £328,044). 
- Amounts owed by Coniston Dartford Limited as at the balance sheet date £518,885 (2022 - £518,885).

Page 28

 
CONISTON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

26.


Controlling party

The parent undertaking of the smallest and largest group, which is also the immediate parent undertaking, for which consolidated financial statements are available, is Coniston Dartford Limited. The registered office address is Collingwood House, Schooner Court, Crossways, Dartford, Kent, DA2 6QQ.
The ultimate controlling party is Mr J P Rathbone through a majority shareholding.

 
Page 29