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Registered number: 07995246









UNITED GLASS GROUP LTD









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 NOVEMBER 2023

 
UNITED GLASS GROUP LTD
 
 
COMPANY INFORMATION


Directors
Mr M E Harrison 
Mr S P Thornhill 
Mr A Maslin 
Mr A Shivdasani 
Mr C Cannon Brookes (appointed 1 March 2024)




Registered number
07995246



Registered office
Beecham Close
Aldridge

Walsall

West Midlands

WS9 8UZ




Independent auditors
PKF Smith Cooper Audit Limited
Statutory Auditors

158 Edmund Street

Birmingham

B3 2HB





 
UNITED GLASS GROUP LTD
 

CONTENTS



Page
Group strategic report
1 - 2
Directors' report
3 - 4
Independent auditors' report
5 - 8
Consolidated statement of comprehensive income
9
Consolidated balance sheet
10 - 11
Company balance sheet
12 - 13
Consolidated statement of changes in equity
14
Company statement of changes in equity
15
Consolidated statement of cash flows
16 - 17
Consolidated analysis of net debt
18
Notes to the financial statements
19 - 44


 
UNITED GLASS GROUP LTD
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 30 NOVEMBER 2023

Introduction
 
The directors are pleased to present their strategic report for the year ended 30 November 2023.
The group continues to be engaged in the activities of flat glass merchanting and architectural glass processing at multiple sites serving customers on a local and national basis across the UK.

Business review
 
After successive record years FY23 was a year of some change for United Glass Group (“UGG”), which when reflected upon, will be viewed as the start of the next chapter of development.
Against the backdrop of a tightening market and increasing overheads costs (principally cost of employment and utilities) the group took the strategic decision to rationalise the number of sites it operates from to service its nation-wide customer base. In practice this meant the closure of its processing operations in Peterlee and the redistribution of the manufacturing capability and capacity to other subsidiaries; most notably Brownhills Glass (“BGC”). More detail on this can be seen in the BGC strategic report. For the group the project incurred £314k of redundancy and 3rd party costs along with unquantified internal costs associated with the pains of undertaking such a project, and these factors should be considered when reviewing the results. Whilst the decision to undertake such a project is not taken lightly, for obvious reasons, it has proven to be the correct decision with both BGC and Tufwell performing exceptionally well during 2024 amid a very challenging market.
BGC and Tufwell are the pillars of UGG’s general architectural processing business and increased activity in both the domestic and commercial processing markets during FY23. Combined sales grew from £15.2m to £16.4m on an aggregated basis. The businesses trade as separate legal entities but a streamlining of management and a focus on collaboration means the success of these businesses should be viewed as a collective. The respective local management teams have worked hard to ensure each entities’ specialisms compliment and the directors will continue to encourage further integration for the benefit of commercial success.
LAG directs the group's focus towards the premium domestic market, catering to a customer base of exceptional installers. LAG continued to differentiate itself from other domestic and European competitors by focusing on what UGG feels is a key differentiator for our customers; short lead time, excellent quality and service. LAG performed superbly in FY23 posting sales of £7.6m. Development points continue to be a widening of its customer base via geographical and product expansion.
The directors are keen to develop the group to have a great presence in other sectors of the architectural glass processing market along with a better geographical presence in the South and Southwest. Accordingly, its pleasing to report that the relationship with Duke Capital continues to be extremely strong. Post balance sheet Duke have increased their shareholding in the group and committed new funds for acquisitive growth and organic development; the latter in the short-term to be focused on increasing efficiencies through automation. 

Page 1

 
UNITED GLASS GROUP LTD
 

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

Principal risks and uncertainties
 
The directors are integrally involved in the day-to-day running of each business unit.
For several years, the key risk has been maintaining reliable sources of glass supply. However, the directors consider this risk to have diminished with all major manufacturers supplying into the UK market without restriction and eager to win market share.
The directors feel the key risk has changed from supply to demand side with order books fluctuating on processing activities and price pressure apparent in merchanting operations. It is expected this theme will continue until such time confidence returns on topics such as cost of borrowing and political stability. To mitigate this risk the business will redouble efforts to provide customers excellent service and quality and look to internal efficiencies and automation to offset big changes in the cost of employment and general site operations. The group is in a privileged position to have good liquidity to continue to make the right decisions for the business in the longer-term.

Financial key performance indicators
 
The directors consider turnover, EBITDA and cash availability as key financial indicators and manage the group with these metrics at the forefront of decision making.
The directors report the group achieved turnover of £25.9m (£23.9m from continuing operations). Whilst this represents a reduction on the prior year the directors are content this represents a successful year in a challenging market.
Reported EBITDA was £2.5m but the directors consider £3.2m to be the underlying EBTIDA after adjusting for one-off closure costs, property disposal costs and aborted acquisition costs.
Cash availability from group resources for year-ended FY23 was c£2m which the directors are very confident allows the group to trade with the freedom to make decisions for the long-term prosperity of the group.


This report was approved by the board on 28 August 2024 and signed on its behalf.



Mr M E Harrison
Director

Page 2

 
UNITED GLASS GROUP LTD
 
 
 
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 Group strategic report, the Directors' report and the consolidated 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 the Group and of the profit or loss of the Group for that period.

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


select suitable accounting policies for the Group'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 Group 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 the Group 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 the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The loss for the year, after taxation, amounted to £653,024 (2022 - profit £794,169).

Directors

The directors who served during the year were:

Mr M E Harrison 
Mr S P Thornhill 
Mr A Maslin 
Mr A Shivdasani 

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 and the Group'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 and the Group's auditors are aware of that information.

Page 3

 
UNITED GLASS GROUP LTD
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2023

Post balance sheet events

There has been interim dividends of £307,224 paid since the balance sheet date.

Auditors

The auditorsPKF Smith Cooper Audit Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 28 August 2024 and signed on its behalf.
 





Mr M E Harrison
Director

Page 4

 
UNITED GLASS GROUP LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF UNITED GLASS GROUP LTD
 

Opinion


We have audited the financial statements of United Glass Group Ltd (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 30 November 2023, which comprise the Consolidated statement of comprehensive income, the Consolidated balance sheet, the Company balance sheet, the Consolidated statement of cash flows, the Consolidated statement of changes in equity, the Company 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 Group's and of the parent Company's affairs as at 30 November 2023 and of the Group's loss 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 Group 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 Group's or the parent 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

 
UNITED GLASS GROUP LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF UNITED GLASS GROUP LTD (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 Group 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 Group 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 Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group 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 by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent Company 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.


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 Group's and the parent 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 Group or the parent Company or to cease operations, or have no realistic alternative but to do so.


Page 6

 
UNITED GLASS GROUP LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF UNITED GLASS GROUP LTD (CONTINUED)


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 Group financial statements.


Irregularities, including fraud, are instances of non-compliance with laws and regulations. Based on our understanding of the Group and industry, key laws and regulations that we identified included:

Companies Act;
Tax Legislation; and
Health and Safety and Employment Legislation

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.

We identified that the principal risk of fraud or non-compliance with laws and regulations related to:

management bias in respect of accounting estimates and judgements made;
management override of control; and
posting of unusual journals or transactions.

We focused on those areas that could give rise to a material misstatement in the financial statements.

Our procedures included, but were not limited to:

Enquiry of management and those charged with governance around actual and potential litigation and          claims, including instances of non-compliance with laws and regulations and fraud;
Reviewing minutes of meetings of those charged with governance where available;
Reviewing legal expenditure in the year to identify instances of non-compliance with laws and regulations and fraud;
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations and;
Performing audit work over the risk of management 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 bias, in particular, depreciation of tangible fixed assets and amortisation of goodwill. 

It is the primary responsibility of management, with the oversight of those charged with governance, to ensure that the entity's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.


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.


Page 7

 
UNITED GLASS GROUP LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF UNITED GLASS GROUP LTD (CONTINUED)


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.





Stephen Newman (Senior statutory auditor)
  
for and on behalf of
PKF Smith Cooper Audit Limited
 
Statutory Auditors
  
158 Edmund Street
Birmingham
B3 2HB

29 August 2024
Page 8

 
UNITED GLASS GROUP LTD
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 NOVEMBER 2023

2023
2022
Note
£
£

  

Turnover
 4 
25,916,044
29,109,981

Cost of sales
  
(17,790,676)
(19,322,753)

Gross profit
  
8,125,368
9,787,228

Administrative expenses
  
(7,398,741)
(7,085,247)

Operating profit
 5 
726,627
2,701,981

Interest payable and similar expenses
 9 
(1,569,319)
(1,581,653)

(Loss)/profit before taxation
  
(842,692)
1,120,328

Tax on (loss)/profit
 10 
189,668
(326,159)

(Loss)/profit for the financial year
  
(653,024)
794,169

  

Unrealised surplus on revaluation of tangible fixed assets
  
460,825
806,483

Deferred tax charge on revaluation of freehold properties
  
(107,500)
(142,602)

Other comprehensive income for the year
  
353,325
663,881

Total comprehensive income for the year
  
(299,699)
1,458,050

(Loss)/profit for the year attributable to:
  

Owners of the parent Company
  
(653,024)
794,169

  
(653,024)
794,169

Total comprehensive income for the year attributable to:
  

Owners of the parent Company
  
(299,699)
1,458,050

  
(299,699)
1,458,050

The notes on pages 19 to 44 form part of these financial statements.

Page 9

 
UNITED GLASS GROUP LTD
REGISTERED NUMBER: 07995246

CONSOLIDATED BALANCE SHEET
AS AT 30 NOVEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Intangible assets
 12 
5,765,516
6,605,654

Tangible assets
 13 
8,466,954
9,123,938

  
14,232,470
15,729,592

Current assets
  

Stocks
 15 
886,541
1,632,375

Debtors: amounts falling due within one year
 16 
3,698,297
5,283,049

Cash at bank and in hand
 17 
1,092,990
1,271,706

  
5,677,828
8,187,130

Creditors: amounts falling due within one year
 18 
(4,768,204)
(7,730,212)

Net current assets
  
 
 
909,624
 
 
456,918

Total assets less current liabilities
  
15,142,094
16,186,510

Creditors: amounts falling due after more than one year
 19 
(14,700,568)
(15,003,816)

Provisions for liabilities
  

Deferred tax
 23 
(955,027)
(1,037,195)

Other provisions
 24 
(115,033)
(108,897)

  
 
 
(1,070,060)
 
 
(1,146,092)

Net (liabilities)/assets
  
(628,534)
36,602


Capital and reserves
  

Called up share capital 
 25 
81,785
81,785

Share premium account
 26 
1,626,726
1,626,726

Revaluation reserve
 26 
1,862,552
1,509,227

Capital redemption reserve
 26 
74,883
74,883

Profit and loss account
 26 
(4,274,480)
(3,256,019)

  
(628,534)
36,602


Page 10

 
UNITED GLASS GROUP LTD
REGISTERED NUMBER: 07995246
    
CONSOLIDATED BALANCE SHEET (CONTINUED)
AS AT 30 NOVEMBER 2023

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 28 August 2024.




Mr M E Harrison
Director

The notes on pages 19 to 44 form part of these financial statements.

Page 11

 
UNITED GLASS GROUP LTD
REGISTERED NUMBER: 07995246

COMPANY BALANCE SHEET
AS AT 30 NOVEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Intangible assets
 12 
1,155,000
-

Investments
 14 
22,841,473
22,841,473

  
23,996,473
22,841,473

Current assets
  

Debtors: amounts falling due within one year
 16 
2,264,717
3,889,554

Cash at bank and in hand
 17 
222
1,474

  
2,264,939
3,891,028

Creditors: amounts falling due within one year
 18 
(22,792,128)
(24,528,787)

Net current liabilities
  
 
 
(20,527,189)
 
 
(20,637,759)

Total assets less current liabilities
  
3,469,284
2,203,714

  

Creditors: amounts falling due after more than one year
 19 
(1,786,041)
(1,835,754)

  

Net assets
  
1,683,243
367,960


Capital and reserves
  

Called up share capital 
 25 
81,785
81,785

Share premium account
 26 
1,626,726
1,626,726

Capital redemption reserve
 26 
74,883
74,883

Profit and loss account brought forward
  
(1,415,434)
5,688

Profit/(loss) for the year
  
1,680,720
(1,156,870)

Other changes in the profit and loss account

  

(365,437)
(264,252)

Profit and loss account carried forward
  
(100,151)
(1,415,434)

  
1,683,243
367,960


Page 12

 
UNITED GLASS GROUP LTD
REGISTERED NUMBER: 07995246
    
COMPANY BALANCE SHEET (CONTINUED)
AS AT 30 NOVEMBER 2023

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 28 August 2024.


Mr M E Harrison
Director

The notes on pages 19 to 44 form part of these financial statements.

Page 13

 

 
UNITED GLASS GROUP LTD


 

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



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


£
£
£
£
£
£



At 1 December 2021
81,785
1,626,726
74,883
845,346
(3,785,936)
(1,157,196)





Profit for the year
-
-
-
-
794,169
794,169


Surplus on revaluation of leasehold property
-
-
-
806,483
-
806,483


Deferred tax on revaluation of freehold properties
-
-
-
(142,602)
-
(142,602)


Dividends: Equity capital
-
-
-
-
(264,252)
(264,252)





At 1 December 2022
81,785
1,626,726
74,883
1,509,227
(3,256,019)
36,602





Loss for the year
-
-
-
-
(653,024)
(653,024)


Surplus on revaluation of freehold properties
-
-
-
460,825
-
460,825


Deferred tax on revaluation of freehold properties
-
-
-
(107,500)
-
(107,500)


Dividends: Equity capital
-
-
-
-
(365,437)
(365,437)



At 30 November 2023
81,785
1,626,726
74,883
1,862,552
(4,274,480)
(628,534)



The notes on pages 19 to 44 form part of these financial statements.

Page 14

 
UNITED GLASS GROUP LTD
 

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


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

£
£
£
£
£


At 1 December 2021
81,785
1,626,726
74,883
5,688
1,789,082



Loss for the year
-
-
-
(1,156,870)
(1,156,870)

Dividends: Equity capital
-
-
-
(264,252)
(264,252)



At 1 December 2022
81,785
1,626,726
74,883
(1,415,434)
367,960



Profit for the year
-
-
-
1,680,720
1,680,720

Dividends: Equity capital
-
-
-
(365,437)
(365,437)


At 30 November 2023
81,785
1,626,726
74,883
(100,151)
1,683,243


The notes on pages 19 to 44 form part of these financial statements.

Page 15

 
UNITED GLASS GROUP LTD
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 NOVEMBER 2023

2023
2022
£
£

Cash flows from operating activities

(Loss)/profit for the financial year
(653,024)
794,169

Adjustments for:

Amortisation of intangible assets
873,848
991,499

Depreciation of tangible assets
790,071
769,214

Amortisation of negative goodwill
(33,710)
(33,710)

Impairment of tangible assets
167,483
-

Loss on disposal of tangible assets
192,924
9,608

Interest paid
1,569,319
1,581,653

Taxation charge
(189,668)
326,159

Decrease/(increase) in stocks
745,834
(241,047)

Decrease/(increase) in debtors
1,584,752
(658,133)

(Decrease)/increase in creditors
(1,697,200)
172,450

Increase in provisions
6,136
6,135

Corporation tax received/(paid)
-
(184,817)

Net cash generated from operating activities

3,356,765
3,533,180


Cash flows from investing activities

Purchase of tangible fixed assets
(560,108)
(1,073,726)

Sale of tangible fixed assets
527,439
52,003

HP interest paid
(13,490)
(9,896)

Net cash from investing activities

(46,159)
(1,031,619)

Cash flows from financing activities

Repayment of loans
(185,539)
(178,364)

Repayment of other loans
(929,322)
(1,573,724)

Movements on invoice discounting
(413,818)
189,693

New hire purchase contracts
85,109
341,079

Repayment of hire purchase contracts
(124,486)
(193,352)

Dividends paid
(365,437)
(264,252)

Interest paid
(1,555,829)
(1,571,757)

Net cash used in financing activities
(3,489,322)
(3,250,677)

Net (decrease) in cash and cash equivalents
(178,716)
(749,116)

Cash and cash equivalents at beginning of year
1,271,706
2,020,822

Cash and cash equivalents at the end of year
1,092,990
1,271,706

Page 16

 
UNITED GLASS GROUP LTD
 

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2023


2023
2022

£
£


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
1,092,990
1,271,706

1,092,990
1,271,706


The notes on pages 19 to 44 form part of these financial statements.

Page 17

 
UNITED GLASS GROUP LTD
 

CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 30 NOVEMBER 2023





At 1 December 2022
Cash flows
New hire purchase contracts
At 30 November 2023
£

£

£

£

Cash at bank and in hand

1,271,706

(178,716)

-

1,092,990

Debt due after 1 year

(14,607,294)

275,871

-

(14,331,423)

Debt due within 1 year

(1,184,702)

846,686

-

(338,016)

Hire purchase contracts

(549,644)

124,486

(85,109)

(510,267)


(15,069,934)
1,068,327
(85,109)
(14,086,716)

The notes on pages 19 to 44 form part of these financial statements.

Page 18

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

1.


General information

United Glass Group Ltd is a private limited company, limited by shares and incorporated in England. The address of the registered office is given in the company information of these financial statements. The company's registration number is 07995246. The nature of the group's operations and principal activities are described in the Strategic report on page 1.
The financial statements are prepared in Sterling which is the functional currency of the group. The financial statements level of rounding is to the nearest £1.

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 Group management to exercise judgment in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.

The following principal accounting policies have been applied:

  
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.

 
2.3

Going concern

The financial statements have been prepared on the going concern basis, the validity of which depdends upon the ability of the group to meet its obligations as they fall due. In light of the future trading indications and the funding position of the group the directors consider the group to be a going concern.

Page 19

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

2.Accounting policies (continued)

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group 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 following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the Group has transferred the significant risks and rewards of ownership to the buyer;
the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Group will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

 
2.5

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to the Consolidated statement of comprehensive income 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.

 
2.6

Leased assets: the Group as lessee

Assets obtained under hire purchase contracts and finance leases are capitalised as tangible fixed assets. Assets acquired by finance lease are depreciated over the shorter of the lease term and their useful lives. Assets acquired by hire purchase are depreciated over their useful lives. Finance leases are those where substantially all of the benefits and risks of ownership are assumed by the group. Obligations under such agreements are included in creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to the Consolidated statement of comprehensive income so as to produce a constant periodic rate of charge on the net obligation outstanding in each period.

 
2.7

Finance costs

Finance costs are charged to the Consolidated statement of comprehensive income over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.8

Borrowing costs

All borrowing costs are recognised in the Consolidated statement of comprehensive income in the year in which they are incurred.

Page 20

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

2.Accounting policies (continued)

 
2.9

Pensions

Defined contribution pension plan

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

The contributions are recognised as an expense in the Consolidated statement of comprehensive income 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 Group in independently administered funds.

 
2.10

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in the Consolidated statement of comprehensive income 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 and the Group operate and generate 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;
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

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 21

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

2.Accounting policies (continued)

 
2.11

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated statement of comprehensive income over its useful economic life of between 5 to 10 years.

Customer contracts
Customer contracts are initally measured at cost and subsequently measured at cost less amortisation and any impairment losses. Amortisation is provided to write down the customer contracts over a period of 5 years.
In the opinion of the directors the amortisation basis represents the period over which the customer contracts are expected to give rise to economic benefits. 

 
2.12

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.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight line method and on a reducing balance basis.

Depreciation is provided on the following basis:

Freehold property
-
2% straight line basis
Freehold land
-
is not depreciated
Short-term leasehold property
-
over the term of the lease
Plant and machinery
-
7%-20% straight line basis and 15% reducing basis
Motor vehicles
-
25% straight line basis and reducing basis
Fixtures and fittings
-
25% straight line basis and 15% reducing basis

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 the Consolidated statement of comprehensive income.

Page 22

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

2.Accounting policies (continued)

 
2.13

Revaluation of tangible fixed assets

Individual freehold and leasehold properties are carried at current year value at fair value at the date of the revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. Revaluations are undertaken with sufficient regularity to ensure the carrying amount does not differ materially from that which would be determined using fair value at the balance sheet date.
Fair values are determined from market based evidence normally undertaken by professionally qualified valuers.

Revaluation gains and losses are recognised in other comprehensive income unless losses exceed the previously recognised gains or reflect a clear consumption of economic benefits, in which case the excess losses are recognised in the Consolidated statement of comprehensive income.

  
2.14

Impairment of fixed assets and goodwill

Assets that are subject to depreciation or amortisation are assessed at each balance sheet date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount.

 
2.15

Impairment of fixed assets and goodwill

Assets that are subject to depreciation or amortisation are assessed at each balance sheet date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's (or CGU's) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGUs). Non-financial assets that have been previously impaired are reviewed at each balance sheet date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.

 
2.16

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.17

Stocks

Stocks 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 the Consolidated statement of comprehensive income.

Page 23

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

2.Accounting policies (continued)

 
2.18

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.

 
2.19

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.

In the Consolidated statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

 
2.20

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.

  
2.21

Provisions for liabilities

Provisions are made where an event has taken place that gives the Group a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to the Consolidated statement of comprehensive income in the year that the Group becomes aware of the obligation, and are measured at the best estimate at the balance sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Balance sheet.

 
2.22

Financial instruments

The Group only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.

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 objective evidence of impairment is found, an impairment loss is recognised in the Consolidated statement of comprehensive income.

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

Page 24

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

2.Accounting policies (continued)

 
2.23

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.


3.


Judgments in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities at the balance sheet date and amounts reported for revenue and expenses during the year. However, the nature and estimation means that actual outcomes could differ from those estimates.
The directors consider that the following estimates and judgements are likely to have the most significant effect on the amounts recognised in the financial statements:
Estimation of useful life
The charge in respect of periodic depreciation and amortisation is derived after determining an estimate of an asset's expected useful life and the expected residual value at the end of its life. The useful lives of all assets are determined at the time the asset is acquired and reviewed at least annually for appropriateness.


4.


Turnover

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


2023
2022
£
£

Sales
25,916,044
29,109,981

25,916,044
29,109,981


All turnover arose within the United Kingdom. The whole of the turnover is attributable to glass merchanting and processing.

Page 25

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

5.


Operating profit

The operating profit is stated after charging:

2023
2022
£
£

Depreciation of tangible fixed assets
790,071
769,214

Amortisation of intangible assets, including goodwill
840,138
957,789

Impairment of tangible fixed assets
167,483
-

Defined contribution pension cost
166,534
163,673

Operating lease rentals
1,008,175
981,924


6.


Auditors' remuneration

2023
2022
£
£

Fees payable to the Group's auditor for the audit of the Group's annual financial statements
49,000
41,500


7.


Employees

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


Group
Group
2023
2022
£
£


Wages and salaries
5,365,103
5,767,683

Social security costs
541,262
468,168

Cost of defined contribution scheme
167,359
163,673

6,073,724
6,399,524


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


        2023
        2022
            No.
            No.







Directors
4
4



Administration
41
36



Production
102
128

147
168

Page 26

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

8.


Directors' remuneration

2023
2022
£
£

Directors' emoluments
302,816
267,466

Group contributions to defined contribution pension schemes
47,820
45,938

350,636
313,404


During the year retirement benefits were accruing to 2 directors (2022 - 2) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £150,773 (2022 - £127,963).

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £34,162 (2022 - £32,958).


9.


Interest payable and similar expenses

2023
2022
£
£


Bank interest payable
95,781
103,813

Other loan interest payable
1,372,940
1,420,912

Finance leases and hire purchase contracts
13,490
9,896

Other interest payable
87,108
47,032

1,569,319
1,581,653


10.


Taxation


2023
2022
£
£



Total current tax
-
-

Deferred tax


Origination and reversal of timing differences
(189,668)
326,159

Total deferred tax
(189,668)
326,159


Taxation on (loss)/profit on ordinary activities
(189,668)
326,159
Page 27

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023
 
10.Taxation (continued)


Factors affecting tax charge for the year

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

2023
2022
£
£


(Loss)/profit on ordinary activities before tax
(842,692)
1,120,328


(Loss)/profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 23% (2022 - 19%)
(193,819)
212,862

Effects of:


Non-tax deductible amortisation of goodwill and impairment
193,232
181,980

Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
-
2,764

Capital allowances for year in excess of depreciation
-
(156,663)

Utilisation of tax losses
(189,081)
(240,943)

Deferred taxation - origination and reversal of timing differences
-
326,159

Total tax charge for the year
(189,668)
326,159

Page 28

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023
 
10.Taxation (continued)


Factors that may affect future tax charges

The group has estimated losses of £300,000 (2022 - £700,000) available for carry forward against future trading profits.


11.


Dividends

2023
2022
£
£


Dividends - preference shares
365,437
264,252


12.


Intangible assets

Group





Goodwill
Negative goodwill
Total

£
£
£



Cost


At 1 December 2022
13,855,239
(207,876)
13,647,363



At 30 November 2023

13,855,239
(207,876)
13,647,363



Amortisation


At 1 December 2022
7,210,259
(168,550)
7,041,709


Charge for the year
873,848
(33,710)
840,138



At 30 November 2023

8,084,107
(202,260)
7,881,847



Net book value



At 30 November 2023
5,771,132
(5,616)
5,765,516



At 30 November 2022
6,644,980
(39,326)
6,605,654



Page 29

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023
 
           12.Intangible assets (continued)

Company




Customer contracts

£



Cost


Additions
1,260,000



At 30 November 2023

1,260,000



Amortisation


Charge for the year
105,000



At 30 November 2023

105,000



Net book value



At 30 November 2023
1,155,000



At 30 November 2022
-

Page 30

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

13.


Tangible fixed assets

Group






Freehold property
Short-term leasehold property
Plant and machinery
Motor vehicles
Fixtures and fittings

£
£
£
£
£



Cost or valuation


At 1 December 2022
4,945,000
288,062
9,357,729
690,339
589,201


Additions
-
-
306,322
218,270
35,516


Disposals
-
(6,501)
(2,163,168)
(202,499)
(83,464)


Revaluations
430,000
-
-
-
-



At 30 November 2023

5,375,000
281,561
7,500,883
706,110
541,253



Depreciation


At 1 December 2022
31,868
98,617
5,667,647
630,352
317,909


Charge for the year
64,615
24,417
628,399
23,658
48,982


Disposals
-
(5,565)
(1,471,440)
(183,060)
(75,204)


Impairment charge
-
119,797
19,673
-
28,013


On revaluation
(30,825)
-
-
-
-



At 30 November 2023

65,658
237,266
4,844,279
470,950
319,700



Net book value



At 30 November 2023
5,309,342
44,295
2,656,604
235,160
221,553



At 30 November 2022
4,913,132
189,445
3,690,082
59,987
271,292
Page 31

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

           13.Tangible fixed assets (continued)


Total

£



Cost or valuation


At 1 December 2022
15,870,331


Additions
560,108


Disposals
(2,455,632)


Revaluations
430,000



At 30 November 2023

14,404,807



Depreciation


At 1 December 2022
6,746,393


Charge for the year
790,071


Disposals
(1,735,269)


Impairment charge
167,483


On revaluation
(30,825)



At 30 November 2023

5,937,853



Net book value



At 30 November 2023
8,466,954



At 30 November 2022
9,123,938

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


2023
2022
£
£



Plant and machinery
543,426
659,567

Motor vehicles
13,624
18,166

557,050
677,733

Page 32

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

Included in freehold property is freehold land at cost of £1,731,524 (2022 - £1,731,524) which is not depreciated.
During April 2022, land and buildings with a carrying amount of £1,945,000 were revalued by Bradley Hall, Chartered Surveyors. The property was revalued on an existing use open market value basis. Bradley Hall is not connected with the group and the valuation was based on recent market transactions on an arm's length basis for similar properties. The property has subsequently been sold for £1,900,000 on 1 July 2024.
During May 2023, land and buildings with a  carrying amount of £3,430,000 were revalued by Harris Lamb Limited, Chartered Surveyors.The property was revalued on an existing use open market value basis. Harris Lamb Limited is not connected with the group and the valuation was based on recent market transactions on an arm's length basis for similar properties. 

If the land and buildings had not been included at valuation they would have been included under the historical cost convention as follows:

2023
2022
£
£

Group


Cost
3,657,279
3,657,279

Accumulated depreciation
(570,665)
(538,910)

Net book value
3,086,614
3,118,369

Page 33

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

14.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost


At 1 December 2022
22,841,473



At 30 November 2023
22,841,473






Net book value



At 30 November 2023
22,841,473



At 30 November 2022
22,841,473

During the comparative year, the company impaired 100% of its investment in Peterlee Glass Company Limited. 


Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Class of shares

Holding

Brownhills Glass Company Limited
Ordinary
100%
Brownhills Investments Property Limited
Ordinary
100%
Peterlee Glass Company Limited
Ordinary
100%
Peterleetwo Limited
Ordinary
100%
Tufwell Glass Limited
Ordinary
100%
London Architectural Glass Ltd
Ordinary
100%

Beecham Close, Aldridge, Walsall, West Midlands WS9 8UZ is the registered office of Brownhills Glass Company Limited, Brownhills Investments Property Limited and Peterleetwo Limited.
Brownhills Glass, Beecham Close, Walsall, West Midlands, WS9 8UZ is the registered office of Peterlee Glass Company Limited.
Church Court, Church Road, Lowfield Heath, Crawley, West Sussex, RH11 0PQ is the registered office of Tufwell Glass Limited.
Units 10 & 11 Rigby Lane, Hayes, UB3 1EY is the registered office of London Architectural Glass Ltd. 

Page 34

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

15.


Stocks

Group
Group
2023
2022
£
£

Raw materials and consumables
616,750
1,289,566

Work in progress (goods to be sold)
269,791
342,809

886,541
1,632,375


The difference between purchase price or production cost of stocks and their replacement cost is not material.

Page 35

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

16.


Debtors

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£


Trade debtors
3,046,910
4,815,279
-
-

Amounts owed by group undertakings
-
-
2,264,717
3,887,554

Other debtors
134,131
79,830
-
-

Prepayments and accrued income
517,256
387,940
-
2,000

3,698,297
5,283,049
2,264,717
3,889,554


The group discounts its trade debtors. The debtors discounted at the year end were £3,060,223 (2022 - £4,338,512).


17.


Cash and cash equivalents

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Cash at bank and in hand
1,092,990
1,271,706
222
1,474

1,092,990
1,271,706
222
1,474


Page 36

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

18.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Bank loans
180,675
184,238
49,593
48,570

Other loans
146,102
981,529
-
825,000

Trade creditors
1,803,970
2,176,177
16,584
-

Amounts owed to group undertakings
-
-
22,713,103
23,552,444

Other taxation and social security
531,037
790,061
4,386
18,618

Obligations under finance lease and hire purchase contracts
141,122
153,122
-
-

Invoice discounting creditor
924,516
1,338,334
-
-

Other creditors
255,252
988,324
-
42,000

Accruals and deferred income
785,530
1,118,427
8,462
42,155

4,768,204
7,730,212
22,792,128
24,528,787


The bank loans are secured by a debenture creating a fixed and floating charge over the assets of the group. £102,676 (2022 - £97,793) of the bank loan relates to the freehold property known as Beecham Close, Walsall, WS9 8UZ.
The bank loan of £28,406 (2022 - £37,875) is secured by a fixed and floating charge over the assets of the group. 
Bank loans of £49,593 (2022 - £48,570) are secured by a debenture creating a fixed and floating charge over the assets of the group. 
The invoice discounting creditor is secured by a fixed and floating charge over the assets of the group.
The amounts due on hire purchase contracts are secured on the assets concerned.
Other loans totalling £93,895 (2022 - £83,823) is secured by a fixed and floating charge over the assets of the group. 
Other loans totalling £nil (2022 - £825,000) relates to loan notes issued on the acquisition of London Architectural Glass Ltd which are interest bearing and repayable on the second anniversary of the acquisition. These loan notes are unsecured and interest of 3% per annum is being charged.

Page 37

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

19.


Creditors: Amounts falling due after more than one year

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Bank loans
1,805,884
1,987,860
1,111,041
1,160,754

Other loans
12,525,539
12,619,434
675,000
675,000

Net obligations under finance leases and hire purchase contracts
369,145
396,522
-
-

14,700,568
15,003,816
1,786,041
1,835,754


The bank loans are secured by a debenture creating a fixed and floating charge over the assets of the group. £694,843 (2022 - £796,005) of the bank loan relates to the freehold property known as Beecham Close, Walsall, WS9 8UZ. The original loan was repayable in instalments over 15 years. The interest rate of the loan is 4.37%.
The bank loan of £nil (2022 - £31,101) is secured by a fixed and floating charge over the assets of the group. The loan is repayable in instalments over 48 months. Interest is payable at 3.05% above base rate per annum.
Bank loans of £1,111,041 (2022 - £1,160,754) are secured by a debenture creating a fixed and floating charge over the assets of the group. The loan is repayable in instalments over 20 years. The interest rate of the loan is 4.84%.
Other loans of £11,600,539 (2022 - £11,694,434) relate to the Duke Royalty Limited loan, repayable over a 30 year period. The loan is secured against the assets of the group and the related undertakings. The interest rate of the loan is 11.4%.
Other loans of £150,000 (2022 - £150,000) is unsecured and repayable 5 years from the inception of the loan in full or in instalments over 5 years. The interest rate of the loan is 5%. 
Other loans of £100,000 (2022 - £100,000) is unsecured and repayable 5 years from the inception of the loan in full or in installments over 5 years. The interest rate of the loan is 5%.
The amounts due on hire purchase contracts are secured on the assets concerned.
Other loans totalling £675,000 (2022 - £675,000) relates to loan notes issued on the acquisition of London Architectural Glass Ltd which are interest bearing and repayable on the fifth anniversary of the acquisition. These loan notes are unsecured and interest of 3% per annum is being charged.

Page 38

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

20.


Loans


Analysis of the maturity of loans is given below:


Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Amounts falling due within one year

Bank loans
180,675
184,238
49,593
48,570

Other loans
146,102
981,529
-
825,000


326,777
1,165,767
49,593
873,570

Amounts falling due 1-2 years

Bank loans
160,354
184,276
53,358
50,803

Other loans
151,786
140,505
-
-


312,140
324,781
53,358
50,803

Amounts falling due 2-5 years

Bank loans
536,740
503,283
176,202
167,957

Other loans
1,225,146
1,182,499
675,000
675,000


1,761,886
1,685,782
851,202
842,957

Amounts falling due after more than 5 years

Bank loans
1,108,790
1,300,301
881,481
941,994

Other loans
11,148,607
11,296,430
-
-

12,257,397
12,596,731
881,481
941,994

14,658,200
15,773,061
1,835,634
2,709,324


See notes 18 and 19 for further details in relation to the loans.

Page 39

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

21.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

Group
Group
2023
2022
£
£

Within one year
141,122
153,122

Between 1-5 years
369,145
396,522

510,267
549,644


22.


Financial instruments

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Financial assets

Financial assets that are debt instruments measured at amortised cost
4,274,031
6,166,815
2,264,939
3,889,028


Financial liabilities

Financial liabilities measured at amortised cost
(18,427,468)
(21,394,323)
(24,573,783)
(26,345,923)


Financial assets at amortised cost comprise trade debtors, amounts owed by group undertakings, other debtors and cash at bank and in hand.


Financial liabilities measured at amortised cost comprise bank loans, other loans, trade creditors,
amounts owed to group undertakings, invoice discounting creditor, other creditors, accruals and deferred income.

Page 40

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

23.


Deferred taxation


Group



2023


£






At beginning of year
(1,037,195)


Credited to consolidated statement of comprehensive income
189,668


Charged to other comprehensive income
(107,500)



At end of year
(955,027)

Group
Group
2023
2022
£
£

Accelerated capital allowances
562,254
751,079

Short term timing differences
(16,843)
(16,000)

Deferred tax on surplus revaluation
349,567
242,067

Deferred tax on fair value uplift on business combination
60,049
60,049

955,027
1,037,195


24.


Provisions


Group



Dilapidat-ions

£





At 1 December 2022
108,897


Charged to Consolidated statement of comprehensive income
6,136



At 30 November 2023
115,033

The group is required to perform dilapidation repairs and in certain instances restore properties to agreed specifications prior to the properties being vacated at the end of their lease term. These amounts are based on estimates of repair and restoration costs at a future date and therefore a degree of uncertainty exists over the future outflows, given that these are subject to repair and restoration cost price fluctuations and the extent of repairs to be completed.

Page 41

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

25.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



141,569 (2022 - 141,569) Ordinary shares of £0.50 each
70,785
70,785
10,000 (2022 - 10,000) Ordinary B shares of £1.00 each
10,000
10,000
1,000 (2022 - 1,000) Preference shares of £1.00 each
1,000
1,000

81,785

81,785



26.


Reserves

Share premium account

This reserve records the amount above the nominal value received for the shares issued.

Revaluation reserve

This reserve records all current and prior period revaluation gains and losses.

Capital redemption reserve

This reserve arises from the purchase of own share capital and will only be realised when the related assets are disposed by the group.

Profit and loss account

Includes all current and prior period retained profits and losses.


27.


Contingent liabilities

A group VAT registration is in force. The company is therefore jointly and severally liable for the amounts of VAT owed by Brownhills Glass Company Limited. The liability is included in note 18.
Lloyds Bank plc hold a letter of set off between the company and subsidiary companies, Brownhills Glass Company Limited, Peterlee Glass Company Limited, Brownhills Investment Property Limited, Tufwell Glass Limited, Peterleetwo Limited and London Architectural Glass Ltd. London Architectural Glass Ltd became party to this agreement during the year. The company is therefore jointly and severally liable for the amount owed by Brownhills Glass Company Limited, Peterlee Glass Company Limited, Brownhills Investment Properties Limited, Tufwell Glass Limited, Peterleetwo Limited and London Architectural Glass Ltd to Lloyds Bank plc. The liabilities are included and disclosed in notes 18 and 19. 
The company is party, together with other group and related undertakings, to multilateral guarantees given to Duke Royalty Limited. The total balances guaranteed at 30 November 2023 amounted to £11,647,170 (2022 - £11,778,257).

Page 42

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

28.


Capital commitments




At 30 November 2023 the Group and Company had capital commitments as follows:


Group
Group
2023
2022
£
£

Contracted for but not provided in these financial statements
-
407,627


29.


Pension commitments

The group operate a number of defined contribution pension schemes. The assets of these schemes are held separately from those of the group in an independently administered fund. The pension cost charge represents contributions payable by the group to these funds and amount to £166,534 (2022 - £163,673). Contributions totalling £20,601 (2022 - £37,510) were payable to the funds at the balance sheet date.


30.


Commitments under operating leases

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


Group
Group
2023
2022
£
£

Not later than 1 year
936,584
952,245

Later than 1 year and not later than 5 years
3,193,601
3,115,975

Later than 5 years
1,097,037
1,785,752

5,227,222
5,853,972

31.


Related party transactions

The group consider that their key management personnel are the directors of United Glass Group Ltd. Directors' remuneration is disclosed in note 8 of the accounts.
During the year, £1,468,792 (2022 - £1,421,609) of repayments were made and £1,337,705 (2022 - £1,346,777) of interest was charged to the group in the year from a related party who owns 30% of the ordinary shares of the company. At 30 November 2023, the amount outstanding from the group was £11,647,170 (2022 - £11,778,257).
During the year, the company incurred consultancy fees of £17,500 (2022 - £nil) from a company with a common director and who directly holds 9% of the ordinary shares of the company. The balance due to the related party at the year end was £17,500 (2022 - £30,000).
During the year, the company incurred £24,000 (2022 - £24,000) to third parties for director services. At 30 November 2023, the company owed £6,000 (2022 - £6,000) to the third parties.

Page 43

 
UNITED GLASS GROUP LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2023

32.


Post balance sheet events

There has been interim dividends of £307,224 paid since the balance sheet date.
On 1 July 2024, the group has sold one of the properties for a consideration of £1.9m.


33.


Controlling party

At the balance sheet date, the ultimate controlling party was M E Harrison by virtue of his shareholding in United Glass Group Ltd. Subsequently, at the time of approval of these financial statements, the ultimate controlling party is now Duke Royalty UK Limited by virtue of their shareholding in United Glass Group Ltd.

Page 44