Caseware UK (AP4) 2023.0.135 2023.0.135 2023-12-312023-12-312023-12-31false2023-02-08falseNo description of principal activity4falsefalse 14648041 2023-02-07 14648041 2023-02-08 2023-12-31 14648041 2022-02-08 2023-02-07 14648041 2023-12-31 14648041 c:Director1 2023-02-08 2023-12-31 14648041 c:Director1 2023-12-31 14648041 c:Director2 2023-02-08 2023-12-31 14648041 c:Director2 2023-12-31 14648041 c:Director3 2023-02-08 2023-12-31 14648041 c:Director3 2023-12-31 14648041 c:Director4 2023-02-08 2023-12-31 14648041 c:Director4 2023-12-31 14648041 c:RegisteredOffice 2023-02-08 2023-12-31 14648041 d:CurrentFinancialInstruments 2023-12-31 14648041 d:Non-currentFinancialInstruments 2023-12-31 14648041 d:CurrentFinancialInstruments d:WithinOneYear 2023-12-31 14648041 d:Non-currentFinancialInstruments d:AfterOneYear 2023-12-31 14648041 d:ShareCapital 2023-02-08 2023-12-31 14648041 d:ShareCapital 2023-12-31 14648041 d:RetainedEarningsAccumulatedLosses 2023-02-08 2023-12-31 14648041 d:RetainedEarningsAccumulatedLosses 2023-12-31 14648041 d:FinancialAssetsDesignatedFairValueThroughProfitOrLoss 2023-12-31 14648041 d:FinancialLiabilitiesFairValueThroughProfitOrLoss d:ListedExchangeTraded 2023-12-31 14648041 c:OrdinaryShareClass1 2023-02-08 2023-12-31 14648041 c:OrdinaryShareClass1 2023-12-31 14648041 c:OrdinaryShareClass2 2023-02-08 2023-12-31 14648041 c:OrdinaryShareClass2 2023-12-31 14648041 c:FRS102 2023-02-08 2023-12-31 14648041 c:Audited 2023-02-08 2023-12-31 14648041 c:FullAccounts 2023-02-08 2023-12-31 14648041 c:PrivateLimitedCompanyLtd 2023-02-08 2023-12-31 14648041 d:Subsidiary1 2023-02-08 2023-12-31 14648041 d:Subsidiary1 1 2023-02-08 2023-12-31 14648041 c:Consolidated 2023-12-31 14648041 c:ConsolidatedGroupCompanyAccounts 2023-02-08 2023-12-31 14648041 d:SpecificBusinessCombination1 2023-02-08 2023-12-31 14648041 d:SpecificBusinessCombination1 2023-12-31 14648041 d:SpecificBusinessCombination1 1 2023-12-31 14648041 d:SpecificBusinessCombination1 d:CurrentFinancialInstruments 2023-12-31 14648041 f:PoundSterling 2023-02-08 2023-12-31 xbrli:shares iso4217:GBP xbrli:pure

Registered number: 14648041









CC223 LIMITED









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

 
CC223 LIMITED
 
 
COMPANY INFORMATION


Directors
J D Strachan 
S J Hill 
R W A Hare 
M E V Goalen 




Registered number
14648041



Registered office
Leytonstone House
3 Hanbury Drive

London

England

E11 1GA




Independent auditor
Barnes Roffe LLP
Chartered Accountants
Statutory Auditor

Leytonstone House

Leytonstone

London

E11 1GA





 
CC223 LIMITED
 

CONTENTS



Page
Group strategic report
 
1 - 2
Directors' report
 
3 - 4
Independent auditor's report
 
5 - 8
Consolidated statement of comprehensive income
 
9
Consolidated balance sheet
 
10
Company balance sheet
 
11
Consolidated statement of changes in equity
 
12
Company statement of changes in equity
 
13
Consolidated statement of cash flows
 
14
Consolidated analysis of net debt
 
15
Notes to the financial statements
 
16 - 33


 
CC223 LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2023

Business review
 
The directors report that the group made a profit after tax of £572,450. This result reflects a return to normal trading performance. 
CC223 continues to demonstrate strength in technical delivery and longstanding deep client relationships in all of its marine, defence and energy sectors.  
The board recognises that changes in CC223’s key market sectors present significant opportunities for the business, particularly the need to rise to the challenges of a transition to a lower carbon world.

Principal risks and uncertainties
 
Strategic risks
Two themes prevail in the markets CC223 serves – the transition to low carbon energy production and the decarbonisation of shipping. Each gives rise to challenge and opportunity through which we support our clients with advisory, design and engineering and implementation services. The board continues to direct the development of our capabilities to address growing demand in offshore renewables, marine and defence sectors.
All of those engaged in marine activity face significant challenges in the energy transition to net zero. This will impact new vessels and equipment and drive a need to retrofit clean technologies to existing assets. The board is focused on ensuring that the group’s activities evolve to help its clients meet these challenges.
Several adverse geopolitical factors which affected global trade and supply chains during 2023 persist into 2024 such as the war in Ukraine, rising energy prices and the insecurity of Red Sea shipping routes.  The economic environment is uncertain but the Group expects to prove resilient despite these headwinds. Increased emphasis on energy security for example will help sustain investment in our key markets. For our clients, however, investment decisions are becoming increasingly complex in the face of market volatility from foreign exchange to commodity prices. 
We are confident, however, that we have the financial and operational strength to withstand the various challenges, support our clients through the crises and continue serving them, whilst pursuing our growth plans.
The group will continue to refine its operating model to keep risk and return at acceptable levels.
Financial risks
The group's sales and purchases are denominated mainly in GBP.
Liquidity and cash flow risk are managed through agreeing appropriate payment terms with clients and suppliers. 
Operational risks
Operational risks are mitigated by the group's commitment to quality assurance. CC223 is accredited to ISO 9001 and operates under a Business Quality Management System (BQMS). 
Project risks
All hazards and risks are evaluated through the project and HSE functions within the group and mitigated using the group’s HSE management systems.

Page 1

 
CC223 LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023

Financial key performance indicators
 
The directors actively review the monthly management accounts, forecasts, and cash levels as key indicators to monitor the performance of the group.

Other key performance indicators
 
The group’s BQMS helps formalise a culture of objective setting and performance measurement of a broad range of KPIs including health and safety.
Future developments
The directors continually strive to invest in safety, project management and product development to ensure that the highest level of service is provided to our clients.
Sustainability is at the heart of CC223's business and accordingly the directors are taking steps to baseline and improve its Environmental, Social and Governance (ESG) performance. A plan is in place to chart a path to net zero carbon.


This report was approved by the board on 30 August 2024 and signed on its behalf.



R W A Hare
Director

Page 2

 
CC223 LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2023

The directors present their report and the financial statements for the period ended 31 December 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 profit for the period, after taxation, amounted to £572,450.

The directors do not recommend a final dividend.

Directors

The directors who served during the period were:

J D Strachan (appointed 27 March 2023)
S J Hill (appointed 8 February 2023)
R W A Hare (appointed 27 March 2023)
M E V Goalen (appointed 27 March 2023)

Disclosure of information to auditor

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 auditor is 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 auditor is aware of that information.

Page 3

 
CC223 LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023

Post balance sheet events

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

Auditor

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

This report was approved by the board on 30 August 2024 and signed on its behalf.
 





R W A Hare
Director

Page 4

 
CC223 LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF CC223 LIMITED
 

Opinion


We have audited the financial statements of CC223 Limited (the 'parent Company') and its subsidiaries (the 'Group') for the period ended 31 December 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 31 December 2023 and of the Group's profit for the period 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 Auditor's 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

 
CC223 LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF CC223 LIMITED (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditor's report thereon. The directors are responsible for the other information contained within the Annual 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 period 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

 
CC223 LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF CC223 LIMITED (CONTINUED)


Auditor's responsibilities for the audit of the financial statements
 

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Group 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:
Identifying and assessing potential risks related to irregularities
In identifying and assessing risks of material misstatement in respect of irregularities we considered the following:
 
Obtained an understanding of the nature of the industry and sector, including the legal and regulatory frameworks that the Group operates in and how the Group is complying with the legal and regulatory frameworks;
Enquired of management, and those charged with governance, about their own identification and assessment of the risks of irregularities, including any known actual, suspected or alleged instances of fraud;
Discussed matters about non-compliance with laws and regulations and how fraud might occur including assessment of how and where the financial statements may be susceptible to fraud.

Any instances of non-compliance with laws and regulations identified and communicated were considered in our audit approach. The most significant laws and regulations were determined as follows:
UK GAAP FRS 102 and Companies Act; and
Tax compliance regulations.

Additional audit procedures performed by the audit engagement team included:
Review of the financial statement disclosures and testing to supporting documentation;
Completion of disclosure checklists to identify areas of non-compliance.

The areas that we identified as being susceptible to material misstatement due to fraud were:
Revenue Recognition (including deferred income);
Management Override; and
Amounts Recoverable on Long Term Contracts.

Audit procedures in response to the identified areas above:
Obtaining an understanding of the processes and controls around revenue recognition;
Substantively testing revenue via various testing including transactional and cut off;
Evaluation of the appropriateness of the accounting policies;
Testing the appropriateness of journal entries and other adjustments;
Assessing whether the judgements made in making accounting estimates are indicative of a potential bias;
Evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

Page 7

 
CC223 LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF CC223 LIMITED (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 Auditor's 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 Auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.





Stuart Moon (Senior statutory auditor)
for and on behalf of
Barnes Roffe LLP
Chartered Accountants
Statutory Auditor
Leytonstone House
Leytonstone
London
E11 1GA

5 September 2024
Page 8

 
CC223 LIMITED
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 31 DECEMBER 2023

2023
Note
£

  

Turnover
 3 
10,942,020

Cost of sales
  
(8,055,621)

Gross profit
  
2,886,399

Administrative expenses
  
(2,200,985)

Other operating charges
  
(53,477)

Operating profit
 4 
631,937

Interest receivable and similar income
 7 
14,758

Interest payable and similar expenses
 8 
(60,000)

Profit before taxation
  
586,695

Tax on profit
 9 
(14,245)

Profit for the financial period
  
572,450

  

Profit for the period attributable to:
  

Owners of the parent Company
  
572,450

The notes on pages 16 to 33 form part of these financial statements.

Page 9

 
CC223 LIMITED
REGISTERED NUMBER: 14648041

CONSOLIDATED BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
Note
£

Fixed assets
  

Intangible assets
 10 
133,340

Tangible assets
 11 
74,112

  
207,452

Current assets
  

Debtors: amounts falling due within one year
 13 
3,402,203

Cash at bank and in hand
 14 
719,040

  
4,121,243

Creditors: amounts falling due within one year
 15 
(2,396,185)

Net current assets
  
 
 
1,725,058

Total assets less current liabilities
  
1,932,510

Creditors: amounts falling due after more than one year
 16 
(860,000)

Provisions for liabilities
  

Net assets
  
1,072,510


Capital and reserves
  

Called up share capital 
 18 
500,060

Profit and loss account
 19 
572,450

Equity attributable to owners of the parent Company
  
1,072,510


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 30 August 2024.




R W A Hare
S J Hill
Director
Director

The notes on pages 16 to 33 form part of these financial statements.

Page 10

 
CC223 LIMITED
REGISTERED NUMBER: 14648041

COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
Note
£

Fixed assets
  

Investments
 12 
8,513,814

  

Creditors: amounts falling due within one year
 15 
(7,167,999)

Net current (liabilities)/assets
  
(7,167,999)

  

Creditors: amounts falling due after more than one year
 16 
(860,000)

  

Net assets
  
485,815


Capital and reserves
  

Called up share capital 
 18 
500,060

Loss/(profit) for the period
  

Profit and loss account carried forward
  
(14,245)

  
485,815


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 30 August 2024.


R W A Hare
S J Hill
Director
Director

The notes on pages 16 to 33 form part of these financial statements.

Page 11

 
CC223 LIMITED
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2023


Called up share capital
Profit and loss account
Equity attributable to owners of parent Company
Total equity

£
£
£
£


Comprehensive income for the period

Profit for the period
-
572,450
572,450
572,450


Contributions by and distributions to owners

Shares issued during the period
500,060
-
500,060
500,060


At 31 December 2023
500,060
572,450
1,072,510
1,072,510

The notes on pages 16 to 33 form part of these financial statements.

Page 12

 
CC223 LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2023


Called up share capital
Profit and loss account
Total equity

£
£
£


Comprehensive income for the period

Loss for the period
-
(14,245)
(14,245)


Contributions by and distributions to owners

Shares issued during the period
500,060
-
500,060


At 31 December 2023
500,060
(14,245)
485,815

The notes on pages 16 to 33 form part of these financial statements.

Page 13

 
CC223 LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED 31 DECEMBER 2023

2023
£

Cash flows from operating activities

Profit for the financial period
572,450

Adjustments for:

Amortisation of intangible assets
29,997

Depreciation of tangible assets
37,463

Interest paid
60,000

Interest received
(14,758)

Taxation charge
14,245

Decrease in debtors
7,623,128

Increase in creditors
83,220

Corporation tax (paid)/received
(661,041)

Net cash generated from operating activities

7,744,704


Cash flows from investing activities

Net cash outflow on acquisition of fixed asset investments
(7,460,934)

Purchase of tangible fixed assets
(19,548)

Interest received
14,758

Net cash from investing activities

(7,465,724)

Cash flows from financing activities

Issue of ordinary shares
500,060

Interest paid
(60,000)

Net cash used in financing activities
440,060

Cash and cash equivalents at the end of period
719,040


Cash and cash equivalents at the end of period comprise:

Cash at bank and in hand
719,040


The notes on pages 16 to 33 form part of these financial statements.

Page 14

 
CC223 LIMITED
 

CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE PERIOD ENDED 31 DECEMBER 2023




Cash flows
Acquisition of subsidiaries
At 31 December 2023
£

£

£

Cash at bank and in hand

(359,499)

1,078,539

719,040


The notes on pages 16 to 33 form part of these financial statements.

Page 15

 
CC223 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

1.


General information

CC223 Limited ("the company") is a company limited by shares, incorporated in England and Wales. Its registered office is Leytonstone House, 3 Hanbury Drive, London, E11 1GA. The registered number is 14648041.
The company was incorporated on 8th February 2023.

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.

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

Finance costs

Finance costs are charged to profit or loss 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.

Page 16

 
CC223 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

3.


Turnover

Accounting Policy: Turnover on long term contracts
Turnover is recognised to the extent that it is probable that the economic benefits will flow to the group and the turnover can be reliably measured and collection is probable. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.
Turnover on long term contracts is recognised according to the stage of completion at the period end date by deferring or accruing amounts as necessary. The stage of completion is based upon a review of the contract progress and proportion of the total estimated contract value of the costs after accruing for work performed.
Critical accounting estimates and judgements: Contract revenues and costs
Where it is probable the total contract costs will exceed the contract revenues on a construction contract, the expected loss is recognised as an expense immediately with a corresponding provision for the excess costs in accruals. In making their assessment of the total contract costs the directors have considered the probable outcomes arising from potential contractual claims.


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


2023
£

Turnover from long term contracts
10,942,020


Analysis of turnover by country of destination:

2023
£

United Kingdom
4,864,199

Rest of Europe
581,307

Rest of the world
5,496,514

10,942,020


Page 17

 
CC223 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

4.


Operating profit

Accounting Policy: Foreign exchange
The group's functional and presentational currency is GBP.
Foreign currency transactions are translated into the functional currency using the prevailing exchange rates at the dates of the transactions.
At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.
Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Profit and loss account except when deferred in other comprehensive income as qualifying cash flow hedges.
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Profit and loss account within 'finance income or costs'. All other foreign exchange gains and losses are presented in the Profit and loss account within 'administrative expenses'.
Accounting Policy: Research and Development
In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight line basis over their useful economic life.


The operating profit is stated after charging:

2023
£

Auditor's remuneration
20,000

Exchange differences
(1,231)

Operating lease rentals: other operating leases
199,144

Depreciation of tangible fixed assets
37,463

Defined contribution pension cost
299,469

Amortisation of intangibles
29,997

Page 18

 
CC223 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

5.


Employees

Accounting Policy: Employees
The group provides a range of benefits to employees, including paid holiday arrangements and a defined contribution pension plan.
(i) Short term benefits
Short term benefits, including holiday pay and other similar non-monetary benefits, are recognised  as an expense in the period in which the service is received.
(ii) Defined contribution pension plans
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 when they are due. Amounts not paid are shown in accruals in the balance sheet. The assets of the plan are held separately from the group in an independently administered fund.
(iii) Termination benefits
The company is committed, by legislation and/or contractual obligations, to make payments to  employees when the group terminates their employment. Such payments are termination benefits. Because termination benefits do not provide the group with future economic benefits, the group recognises these as an expense in the profit and loss account immediately. The group will only recognise termination benefits as a liability and an expense when the company is demonstrably committed to terminate the employment of an employee or group of employees before the normal retirement date.
Staff costs were as follows:


Group
2023
£


Wages and salaries
2,037,926

Social security costs
404,990

Other pension costs
344,786

2,787,702

The average monthly number of professional and administrative employees, including the directors, during the year was 60.

Page 19

 
CC223 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

6.


Directors' remuneration

2023
£

Directors' emoluments
386,972

Group contributions to defined contribution pension schemes
56,783

443,755


During the period retirement benefits were accruing to 4 directors in respect of defined contribution pension schemes.

The highest paid director received remuneration of £116,464.

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £17,067.


7.


Interest receivable

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

2023
£


Other interest receivable
14,758


8.


Interest payable and similar expenses

Accounting Policy: Finance costs
Finance costs are charged to the 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.


2023
£


Interest payable and similar charges
60,000

Page 20

 
CC223 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

9.


Taxation

Accounting Policy: Taxation 
The tax expense for the year comprises current and deferred tax. Tax is recognised in the 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 group operates and generates income.
Critical accounting estimates and judgements: Taxation
Management estimation is required to determine the amount of deferred tax assets that can be recognised, based upon likely timing and level of future taxable profits together with an assessment of the effect of future tax planning strategies.



2023
£

Corporation tax


Current tax on profits for the year
14,245



Tax on profit
14,245

Factors affecting tax charge for the period

The tax assessed for the period is higher than the standard rate of corporation tax in the UK of 23.52%. The differences are explained below:

2023
£


Profit on ordinary activities before tax
586,695


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 23.52%
137,991

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
45,969

Tax losses utilised
(169,715)

Total tax charge for the period
14,245

Page 21

 
CC223 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
 
9.Taxation (continued)


Factors that may affect future tax charges

There were no factors that may affect future tax charges.


10.


Intangible assets

Accounting policy: 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 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 Statement of comprehensive income over its useful economic life.
Accounting policy: Other intangible assets
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

Group and Company




Goodwill

£



Cost


On acquisition of subsidiaries
163,337



At 31 December 2023

163,337



Amortisation


Charge for the period on owned assets
29,997



At 31 December 2023

29,997



Net book value



At 31 December 2023
133,340



Page 22

 
CC223 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

11.


Tangible fixed assets

Accounting Policy: 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.
Costs incurred directly attributable to plant and equipment where construction is in progress are capitalised. No depreciation is charged on construction in progress. Upon completion the historic cost is transferred to plant and equipment. Cost includes all raw materials and consumables and the direct costs of construction including staff engaged directly in the construction.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the Statement of comprehensive income.
Accounting Policy: Depreciation
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.
Depreciation is provided on the following basis:
- Office Equipment - 3 to 10 years straight line.
- Plant & machinery - 2 to 4 years straight line.
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.
Critical accounting estimates and judgements: Useful economic lives
The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful economic lives and residual values of the assets. The useful economic lives and residual values are reassessed annually. They are amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and the physical condition of the assets.

 

Page 23

 
CC223 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

           11.Tangible fixed assets (continued)

Group






Fixtures and fittings

£



Cost or valuation


Additions
19,548


Acquisition of subsidiary
92,027



At 31 December 2023

111,575



Depreciation


Charge for the period on owned assets
37,463



At 31 December 2023

37,463



Net book value



At 31 December 2023
74,112


12.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


Additions
8,513,814



At 31 December 2023
8,513,814




Page 24

 
CC223 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

Direct subsidiary undertaking


The following was a direct subsidiary undertaking of the Company:

Name

Registered office

Class of shares

Holding

Houlder Engineering Group Limited
Leytonstone House, 3 Hanbury Drive, London, England, E11 1GA
Ordinary
100%


Indirect subsidiary undertakings


The following were indirect subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

Houlder Limited
Leytonstone House, 3 Hanbury Drive, London, England, E11 1GA
Ordinary
100%
Houlder Americas Inc
22 Cousin Lane, Iondon, EC4R3TE, CAN
Ordinary
100%
Hart Fenton & Co Limited
Leytonstone House, 3 Hanbury Drive, London, England, E11 1GA
Ordinary
100%
Houlder Trusteeco Limited
Leytonstone House, 3 Hanbury Drive, London, England, E11 1GA
Ordinary
100%
Seaspeed Marine Consulting Limited
Leytonstone House, 3 Hanbury Drive, London, England, E11 1GA
Ordinary
100%

Page 25

 
CC223 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

13.


Debtors

Accounting Policy: Debtors
Short term debtors are measured at transaction price, less any impairment.
The group only enters into basic financial instruments transactions that result in the recognition of financial assets like trade and other accounts receivable.
Debt instruments that are receivable within one year, typically receivables, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration, expected to be received. 
Critical Accounting Estimates and Judgements: Impairment of Debtors
The management make an estimate of the recoverable value of trade and other debtors. When assessing impairment of trade and other debtors, factors including the credit rating of the debtor, the ageing profile of debtors and historical experience are considered. 
Critical Accounting Estimates and Judgements: Amounts Recoverable on Long Term Contracts
The group recognises amounts recoverable on long term contracts based upon estimation of the outcome based on estimated stage of completion, future cost and collectability of billings.


Group
2023
£


Trade debtors
1,653,297

Other debtors
281,758

Amounts recoverable on long-term contracts
1,467,148

3,402,203



14.


Cash and cash equivalents

Accounting Policy: 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.


Group
2023
£

Cash at bank and in hand
719,040


Page 26

 
CC223 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

15.


Creditors: Amounts falling due within one year

Accounting Policy: Creditors
Short term creditors are measured at the transaction price.
The company only enters into basic financial instruments transactions that result in the recognition of liabilities like trade and other accounts payable, loans from banks and other third parties, loans to related parties.
Debt instruments that are payable within one year, typically trade payables, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration, expected to be paid or received.
Critical Accounting Estimates and Judgements: Deferred Income
The company defers income net of retentions based on amounts invoiced being in excess of the estimated stage of completion of amounts recoverable on long term contracts.


Group
Company
2023
2023
£
£

Trade creditors
846,826
-

Amounts owed to group undertakings
-
7,153,754

Corporation tax
14,245
14,245

Other taxation and social security
347,341
-

Other creditors
181,923
-

Accruals and deferred income
1,005,850
-

2,396,185
7,167,999



16.


Creditors: Amounts falling due after more than one year

Group
Company
2023
2023
£
£

Other loans
860,000
860,000


Interest is charged on other loans at 10% per annum.

Page 27

 
CC223 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

17.


Financial instruments

Accounting policy: Financial Instruments
The group only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like 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.
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.
Financial assets that are measured at cost and amortised costs are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment. If objective evidence of impairment is found, and impairment loss is recognised in the Profit and loss account.

Group
Company
2023
2023
£
£

Financial assets

Financial assets measured at fair value through profit or loss
-
8,513,814

Financial assets that are debt instruments measured at amortised cost
1,935,055
-


Financial liabilities

Financial liabilities measured at amortised cost
2,894,599
800,060


18.


Share capital

Accounting Policy: Share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or options are shown in equity as a deduction, net of tax, from the proceeds.


2023
£
Allotted, called up and fully paid


500,000 Ordinary A shares of £1.000 each
500,000
60,000 Ordinary B shares of £0.001 each
60

500,060


Page 28

 
CC223 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

18.Share capital (continued)

The company was incorporated on 8th February 2023 where one Ordinary share was issued for £0.01.
On 29th March 2023, the company issued 500,000 Ordinary A Shares at £1 and 60 Ordinary B shares at £1.
On 15th September 2023, a special resolution cancelled and extinguished the 1 Ordinary share of £0.01.
On 18th September 2023, the 60 Ordinary B shares of £1 each were subdivided into 60,000 Ordinary B shares of £0.001 each.
Ordinary B shares have no right to vote and are not entitled to dividends.


19.


Reserves

Profit and loss account

The Profit and loss account consists of distributable reserves arising from cumulative historical profits and losses less any distributions made.

Page 29

 
CC223 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

20.


Share-based payments

Accounting Policy: Share-based payments
Share-based payments are recognised when the entity receives goods or services in an share-based payment transaction. Equity settled transactions are measured at the fair value of goods or services received. 
The company operates one share-based payment scheme for certain employees who are key to the operations of the group. The share options are granted with an exercise price equalling the unrestricted market value of the share at the date of grant and are exercisable on an exit event as defined in the scheme rules. On exercise of the options the company shall issue B ordinary shares of £0.001 per option exercised. The share option shall expire on the tenth anniversary of the grant date.
A reconciliation of the share option movements is shown below:

Weighted average exercise price (pence)
2023
Number
2023

Granted during the year

0.025

12,000

Outstanding at the end of the year
0.025

12,000




The company is unable to directly measure the fair value of the employee services received. Instead, fair value of the share options granted during the year is determined using an option pricing model (the Black-Scholes model). The total charge for the period was £Nil.


Page 30

 
CC223 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

21.
 

Business combinations

On 29 March 2023, CC223 Limited acquired 100% of the share capital of Houlder Engineering Group Limited.

Acquisition of Houlder Engineering Group Limited

Recognised amounts of identifiable assets acquired and liabilities assumed

Fair value
£

Fixed Assets

Tangible
93,431

Intangible
163,337

256,768

Current Assets

Debtors
11,037,302

Cash at bank and in hand
1,078,539

Total Assets
12,372,609

Creditors

Due within one year
(3,833,136)

Total Identifiable net assets
8,539,473


Total purchase consideration
8,539,473

Consideration

£


Cash
7,239,413

Shares
500,060

Loan notes
800,000

Total purchase consideration
8,539,473

Page 31

 
CC223 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

21.Business combinations (continued)

Cash outflow on acquisition

£


Purchase consideration settled in cash, as above
8,539,473

8,539,473

Less: Cash and cash equivalents acquired
(1,078,539)

Net cash outflow on acquisition
7,460,934


22.


Pension commitments

Accounting Policy: Defined Contribution Pension Plans
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 when they are due. Amounts not paid are shown in accruals in the balance sheet. The assets of the plan are held separately from the group in an independently administered fund.
Defined Contribution Pension Plan
The pension cost represents contributions payable by the company to the fund and amounted to £344,786. Contributions totalling £57,082 were payable to the fund at the balance sheet date.


23.


Commitments under operating leases

Accounting Policy: Operating Leases
Leases that do not transfer all the risk and rewards of ownership are classified as operating leases. Rentals paid under operating leases are charged to the Statement of comprehensive income on a straight line basis over the lease term.


At 31 December 2023 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
2023
£

Not later than 1 year
43,457

Later than 1 year and not later than 5 years
60,587

104,044
Page 32

 
CC223 LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

24.


Related party transactions

Transactions with group companies are not disclosed by virtue of the exemption claimed under FRS102 paragraph 33.1A. The group publishes consolidated accounts.
Other loans include amounts payable to certain directors. During the year interest of £60,000 was charged on the loans, which remains outstanding at the balance sheet date.


25.


Controlling party

The directors are the ultimate controlling party.

 
Page 33