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Registration number: 9469500

Fixfast Holdings Ltd

Annual Report and Unaudited Financial Statements

for the Year Ended 31 December 2023

image-name
 

Fixfast Holdings Ltd

Contents

Company Information

1

Statement of Directors' Responsibilities

2

Balance Sheet

3 to 4

Notes to the Unaudited Financial Statements

5 to 15

 

Fixfast Holdings Ltd

Company Information

Directors

Mr K Lynes

Mr K Dupont

Mr AD Lynes

Mr BW Lynes

Mr SD Lynes

Company secretary

Mrs J Lynes

Mrs EA Lynes

Registered office

Merlin House Seven Mile Lane
Borough Green
Sevenoaks
Kent
TN15 8QY

Accountants

Lucraft Hodgson & Dawes LLP
2/4 Ash Lane
Rustington
Littlehampton
West Sussex
BN16 3BZ

 

Fixfast Holdings Ltd

Statement of Directors' Responsibilities

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 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.

 

Fixfast Holdings Ltd

(Registration number: 9469500)
Balance Sheet as at 31 December 2023

Note

2023
£

2022
£

Fixed assets

 

Investment property

5

2,279,640

2,278,320

Investments

6

1,000

1,000

 

2,280,640

2,279,320

Current assets

 

Debtors

7

1,563,239

1,563,236

Cash at bank and in hand

 

41,964

41,013

 

1,605,203

1,604,249

Creditors: Amounts falling due within one year

8

(1,253,962)

(1,213,299)

Net current assets

 

351,241

390,950

Total assets less current liabilities

 

2,631,881

2,670,270

Creditors: Amounts falling due after more than one year

8

(208,407)

(341,251)

Provisions for liabilities

(131,037)

(99,588)

Net assets

 

2,292,437

2,229,431

Capital and reserves

 

Called up share capital

9

20,004

20,004

Profit and loss account

2,272,433

2,209,427

Shareholders' funds

 

2,292,437

2,229,431

For the financial year ending 31 December 2023 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

The members have not required the company to obtain an audit of its accounts for the year in question in accordance with section 476; and

The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These financial statements have been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

These financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime. As permitted by section 444 (5A) of the Companies Act 2006, the directors have not delivered to the registrar a copy of the Profit and Loss Account.

Approved and authorised by the Board on 28 March 2024 and signed on its behalf by:
 

 

Fixfast Holdings Ltd

(Registration number: 9469500)
Balance Sheet as at 31 December 2023

.........................................
Mr BW Lynes
Director

 

Fixfast Holdings Ltd

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2023

1

General information

The company is a private company limited by share capital, incorporated in England & Wales.

The address of its registered office is:
Merlin House Seven Mile Lane
Borough Green
Sevenoaks
Kent
TN15 8QY
England

These financial statements were authorised for issue by the Board on 28 March 2024.

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A smaller entities - 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' and the Companies Act 2006 (as applicable to companies subject to the small companies' regime).

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

These financial statements are presented in Sterling, which is also the company's functional currency. The financial statements are rounded to the nearest £1.

Group accounts not prepared

The company holds an indirect interest in the ordinary share capital of Fixfast Ltd which entitles the company to capital upon winding up and dividend distributions, however these shares do not confer any voting rights to the company and its direct subsidiary. As such the company does not exert control over Fixfast Ltd and no consolidation is required for this subsidiary. The remaining group over which the company has control falls within the definition of small and therefore no consolidated financial statements are required..

Going concern

The financial statements have been prepared on a going concern basis.

 

Fixfast Holdings Ltd

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2023

2

Accounting policies (continued)

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts.

The company recognises revenue when:
The amount of revenue can be reliably measured;
it is probable that future economic benefits will flow to the entity;
and specific criteria have been met for each of the company's activities.

Tax

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

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

Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the financial statements.

Unrelieved tax losses and other deferred tax assets are recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference.

Investment property

Investment property is carried at fair value, derived from the current market prices for comparable real estate determined annually by external valuers. The valuers use observable market prices, adjusted if necessary for any difference in the nature, location or condition of the specific asset. Changes in fair value are recognised in profit or loss.

Business combinations

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

 

Fixfast Holdings Ltd

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2023

2

Accounting policies (continued)

Investments

Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.

Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Trade debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

 

Fixfast Holdings Ltd

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2023

2

Accounting policies (continued)

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Dividends

Dividend distribution to the company’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.

 

Fixfast Holdings Ltd

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2023

2

Accounting policies (continued)

Financial instruments

Classification
The company only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities such as trade and other accounts receivable and payable, loans from banks and other third parties, loans to related parties and investments in non-puttable ordinary shares.

Financial assets and liabilities are offset and the net amount reported in the statement of financial position when there is an 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.

 Recognition and measurement
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at the present value of the future cash flows and subsequently at amortised costs using the effective interest method.

Debt instruments that are payable or receivable within one year, typically trade payables or receivables, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short term instrument constitute a financing transaction, such as the payment of a trade debt deferred beyond normal business terms or financed at a rate of interest that is not a market rate or in case off an outright short term loan not at market rate, the financial asset or liability is measured, initially, at the present value of the future cash flow, discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost.

Investments in non-convertible preference shares and in non-puttable ordinary shares are measured:

- at fair value with changes recognised in the income statement if the shares are publically traded or their fair value can otherwise be measured reliably;
- at cost less accumulated impairment for all other investments.

 Impairment
Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If evidence of impairment is found, an impairment loss is recognised in the income statement.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying value and best estimate, which is an approximation of the amount that the company would receive for the asset if it were to be sold at the reporting date.

3

Staff numbers

The average number of persons employed by the company (including directors) during the year, was 3 (2022 - 4).

 

Fixfast Holdings Ltd

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2023

4

Profit before tax

Arrived at after charging/(crediting)

2023
 £

2022
 £

Income from shares in group undertakings

(663,106)

(1,000,000)

5

Investment properties

2023
£

At 1 January

2,278,320

Additions

1,320

At 31 December

2,279,640

Investment property was valued on an open market basis on 20 June 2016 by Caxtons Chartered Surveyors. The directors do not believe that there was a significant change in fair value between the year end and the date of valuation.

6

Investments

2023
£

2022
£

Investments in subsidiaries

1,000

1,000

Subsidiaries

£

Cost or valuation

At 1 January 2023

1,000

Provision

Carrying amount

At 31 December 2023

1,000

At 31 December 2022

1,000

 

Fixfast Holdings Ltd

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2023

6

Investments (continued)

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking

Registered office

Holding

Proportion of voting rights and shares held

2023

2022

Subsidiary undertakings

Fixfast Intermediate Limited

Merlin House, Seven Mile Lane, Borough Green, Sevenoaks, Kent

England & Wales

Ordinary

100%

100%

Subsidiary undertakings

Fixfast Intermediate Limited

The principal activity of Fixfast Intermediate Limited is non trading.

7

Debtors

Current

Note

2023
£

2022
£

Amounts owed by related parties

11

1,450,000

1,450,000

Other debtors

 

113,239

113,236

   

1,563,239

1,563,236

 

Fixfast Holdings Ltd

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2023

8

Creditors

Creditors: amounts falling due within one year

Note

2023
£

2022
£

Due within one year

 

Loans and borrowings

10

363,472

883,472

Trade creditors

 

-

2,280

Amounts owed to group undertakings and undertakings in which the company has a participating interest

11

862,841

301,521

Taxation and social security

 

25,604

25,267

Accruals and deferred income

 

2,045

759

 

1,253,962

1,213,299

Creditors: amounts falling due after more than one year

Note

2023
£

2022
£

Due after one year

 

Loans and borrowings

10

208,407

341,251

 

208,407

341,251

 

Fixfast Holdings Ltd

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2023

9

Share capital

Allotted, called up and fully paid shares

 

2023

2022

 

No.

£

No.

£

Ordinary shares of £1 each

2

2

2

2

Ordinary A shares of £1 each

2,500

2,500

2,500

2,500

Ordinary B shares of £1 each

2,500

2,500

2,500

2,500

Ordinary C shares of £1 each

2,500

2,500

2,500

2,500

Ordinary D shares of £1 each

2,500

2,500

2,500

2,500

A Growth shares of £1 each

2,500

2,500

2,500

2,500

B Growth shares of £1 each

2,500

2,500

2,500

2,500

C Growth shares of £1 each

1,750

1,750

1,750

1,750

D Growth shares of £1 each

1,750

1,750

1,750

1,750

E Growth shares of £1 each

250

250

250

250

F Growth shares of £1 each

250

250

250

250

G Growth shares of £1 each

250

250

250

250

H Growth shares of £1 each

250

250

250

250

I Growth shares of £1 each

250

250

250

250

J Growth shares of £1 each

250

250

250

250

Ordinary growth shares of £1 each

2

2

2

2

 

20,004

20,004

20,004

20,004

Allotted, called up and not fully paid shares

 

2023

2022

 

No.

£

No.

£

Ordinary Growth shares of £1 each

2

2

2

2

         
 

Fixfast Holdings Ltd

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2023

10

Loans and borrowings

2023
£

2022
£

Non-current loans and borrowings

Bank borrowings

208,407

341,251

208,407

341,251

2023
£

2022
£

Current loans and borrowings

Bank borrowings

132,000

138,000

Redeemable shares

230,000

680,000

Other borrowings

1,472

65,472

363,472

883,472

11

Related party transactions

Summary of transactions with subsidiaries

The company has undertaken transactions with its subsidiary, Fixfast Intermediate Ltd, and its indirect subsidiary, Fixfast Ltd. The company holds an indirect interest in the ordinary share capital of Fixfast Ltd which entitles the company to capital upon winding up and dividend distributions, however these shares do not confer any voting rights to the company and its direct subsidiary. As such the company does not exert control over Fixfast Ltd and no consolidation is required for this subsidiary.
 
The company has both received and provided loans to its subsidiaries (both direct and indirect) during the year and received rent for use of business premises from Fixfast Ltd. In addition the company is entitled to income under a licence agreement with Fixfast Ltd.

 

 

Fixfast Holdings Ltd

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2023

11

Related party transactions (continued)

Loans to related parties

2023

Subsidiary
£

Total
£

At start of period

1,148,540

1,148,540

At end of period

1,148,540

1,148,540

2022

Subsidiary
£

Total
£

At start of period

1,481,540

1,481,540

Repaid

(333,000)

(333,000)

At end of period

1,148,540

1,148,540

Terms of loans to related parties

The above loans are unsecured, interest free and repayable on demand.