Company registration number 00973784 (England and Wales)
P3 GROUP EUROPE LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
P3 GROUP EUROPE LIMITED
COMPANY INFORMATION
Director
T Perutz
Secretary
J Roberts
Company number
00973784
Registered office
Nimlok House
Booth Drive
Park Farm
Wellingborough
NN8 6NL
Auditor
Mercer & Hole LLP
The Pinnacle
170 Midsummer Boulevard
Milton Keynes
Buckinghamshire
MK9 1BP
P3 GROUP EUROPE LIMITED
CONTENTS
Page
Strategic report
1 - 3
Director's report
4 - 5
Director's responsibilities statement
6
Independent auditor's report
7 - 9
Profit and loss account
10
Group statement of comprehensive income
11
Group balance sheet
12
Company balance sheet
13
Group statement of changes in equity
14
Company statement of changes in equity
15
Group statement of cash flows
16
Notes to the financial statements
17 - 41
P3 GROUP EUROPE LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -

The director presents the strategic report for the year ended 31 December 2023.

 

Promoting the success of the company

The Group believes that engagement with its stakeholders has an important role to play in achieving its strategy, helping it to be a responsible business, delivering long-term sustainable growth.

 

How the company engages with its key stakeholders is set out below.

 

Customers

The Group continues to strive to achieve its overriding aim of building and maintaining good customer relationships, a key ingredient of which is regular dialogue and communication. These initiatives continue to culminate in relationships lasting many years, helping the business plan and deliver in the long term.

 

Workforce

The Groups’ Board considers our employees to be our greatest asset and the interest of our employees are always taken into consideration in the decisions that are made. We are renowned for our customer service, which we cannot achieve without the product, customer, and market knowledge of our team, alongside their commitment and loyalty.

 

We help to engage with team members by providing training and career development support, formal and informal workplace communication and ensuring that staff are regularly consulted and have an input into management decisions.

 

Maintaining health and safety standards are also seen as a key issue by Group management. The Group employs Health and Safety managers to oversee policy in this area and continues to invest in the health and welfare of its employees.

 

Suppliers

The Group works closely with its key suppliers and have forged over many years close working relationships, feeding back market intelligence, and regularly receiving training for our skilled team. The Group also seeks to build strong working relationships with all suppliers, as it considers they are integral in our ability to support excellent customer service.

 

Community and environment

As well as considering the impact on its supply chain, the Group considers the impact it has in the locations it operates, including local businesses, residents, and charities. A significant number of its employees come from the local communities and the company makes regular donations to charities serving those communities.

 

In addition to supporting local charities, the Group is proud to continue its Corporate support of the Andrew Grene Foundation, a charity Registered both in the UK and USA that was founded to promote education and micro finance in Haiti. During the year, the Group covered the Foundations worldwide expenses totaling £82,385 (2022: £70,063).

 

Environmental factors are considered to be of utmost importance in all Group undertakings and are promoted and monitored by an external consultant. The Group has invested in an Environmental strategy plan and appraisal system that each company is monitored against. This is geared to stimulate the promotion and adoption of green initiatives and of environmentally positive investments.

 

 

 

P3 GROUP EUROPE LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -

Government and society

The Group believes in the importance of acting responsibly and operating with high standards of business conduct, including governance in relation to taxation.

 

Banks and pension schemes

The Group's bankers provide essential financing which supports the long-term future of the Group.

 

The Group has long-established defined contribution pension schemes and regularly engages with their trustees, members, and professional advisors.

Business review

The Group continues to perform its principal activities in the areas of,

 

•    Design and delivery of Exhibition Stands and related Services, and

•    Design, manufacture and distribution of portable display equipment and associated printed graphics across the UK and continental Europe.

 

The Director is pleased to report another year of solid profitability and cash generation.

 

Nimlok Limited reports that it continues to benefit from strong performance of the Exhibition and Events sector, demonstrating its addressable markets are in good health and its proposition is well poised to capitalise. It reports that its revenue and profitability in 2023 grew above pre pandemic levels.

 

Our Ultima businesses experienced a more challenging trading year where it experienced high levels of volatility in commodity prices, shipping rates and exchange rates with labour cost inflation remaining high throughout the year. During 2023 it continued its transition into a European organisation and further embedded improvement processes throughout the Group. At the end of the financial year, it is well placed to grow its market share and strengthen its presence. Key staff have been retained at the same time as the recruitment of new talent to help build a highly capable leadership team.

 

Throughout the Group, 2023 again saw us start to re-build our teams after the COVID Pandemic and make further investments in production and delivery capabilities, systems and processes, and facilities.

 

As reported last year, the Group continued to maintain comfortable working capital facilities throughout the year and retain a sufficient cushion to see it through the unpredictable trading period ahead.

 

P3 GROUP EUROPE LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -
Principal risks and uncertainties

Financial instruments

The group’s principal financial instruments comprise cash and various items, such as trade debtors and trade creditors, which arise directly from its operations. The main purpose of these financial instruments is to raise finance for the company’s operations.

 

The existence of these financial instruments exposes the group to a number of financial risks. The main risks arising from the company’s financial instruments are currency risk, liquidity risk and credit risk. The directors review and agree policies for managing each of these risks and they are summarised below. These policies have remained unchanged from the previous year.

 

Currency risk

The group is exposed to transaction foreign exchange risk. If considered necessary, transaction exposures, including those associated with forecast transactions, are hedged when known, principally using forward currency contracts. Whilst the aim is to achieve an economic hedge, the company does not adopt an accounting policy of hedge accounting for these financial statements.

 

Liquidity risk

The group seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs and invest cash assets safely and profitably.

 

Credit risk

The group’s principal financial assets are cash and trade debtors.

 

In order to manage credit risk, the Directors set limits for customers based on a combination of payment history and third-party credit ratings. Credit limits are reviewed by the group’s credit controllers on a regular basis in conjunction with debt ageing and collection history.

 

Financial key performance indicators

The two predominant Key Performance Indicators are the growth in both turnover and operating profit.

Other key performance indicators

Maintaining health and safety standards are seen as a key issue by group’s management. The group employs a Health and Safety manager to oversee policy in this area and continues to invest in the health and welfare of its employees.

 

Environmental factors are considered to be of utmost importance in all group undertakings and are promoted and monitored by an external consultant. The group has invested in an Environmental strategy plan and appraisal system that each company is monitored against. This is geared to stimulate the promotion and adoption of green initiatives and of environmentally positive investments.

 

By order of the board

J Roberts
Secretary
10 July 2024
P3 GROUP EUROPE LIMITED
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 4 -

The director presents his annual report and financial statements for the year ended 31 December 2023.

Results and dividends

The results for the year are set out on page 10.

Ordinary dividends were paid amounting to £13,256. The director does not recommend payment of a further dividend.

Director

The director who held office during the year and up to the date of signature of the financial statements was as follows:

T Perutz
Disabled persons

Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the group continues and that the appropriate training is arranged. It is the policy of the group that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

Employee involvement

The group's policy is to consult and discuss with employees, through unions, staff councils and at meetings, matters likely to affect employees' interests.

 

Information about matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the group's performance.

 

There is no employee share scheme at present, but the directors are considering the introduction of such a scheme as a means of further encouraging the involvement of employees in the company's performance.

Auditor

The auditor, Mercer & Hole LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Energy and carbon report

As in previous years the Carbon Footprint for the group has been calculated using the methodology defined in ISO14064 (Specification for the Quantification and Reporting of Greenhouse Gas Emissions and Removals). In the UK the DEFRA greenhouse gas conversion factors were used, in France The RTE average intensity for electricity, and in Poland data from the IEA.

 

2016 was established as the base year and includes all of the Scope 1 and 2 mandatory elements.

 

For the Group the total carbon emissions for the base year of 2016 were 919 tonnes with an intensity of 39.3 tonnes per million pounds of revenue. For the same entities during 2023 the equivalent amounts were 645.30 tonnes and an intensity of 15..56 tonnes per million pounds of revenue. The increase in emissions compared to the previous year was due to the increased revenue following the continued recovery of our sector after the COVID pandemic.

 

The total amount of electricity consumed was 1,015,714kwh. The amount of energy for heating was 1,431,003kwh. Total air travel 456,052km, and for company vehicles 25,959 litres of diesel and 20,285 litres of petrol was consumed.

P3 GROUP EUROPE LIMITED
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 5 -
Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

By order of the board
J Roberts
Secretary
10 July 2024
P3 GROUP EUROPE LIMITED
DIRECTOR'S RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 6 -

The director is responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the director is required to:

 

 

The director is responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

P3 GROUP EUROPE LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF P3 GROUP EUROPE LIMITED
- 7 -
Opinion

We have audited the financial statements of P3 Group Europe Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The 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:

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 and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the director's 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 and 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 director with respect to going concern are described in the relevant sections of this report.

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 director is responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

P3 GROUP EUROPE LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF P3 GROUP EUROPE LIMITED
- 8 -
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 their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the director's 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:

Responsibilities of director

As explained more fully in the director's responsibilities statement, the director is 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 director determines 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 director is responsible for assessing 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 director either intends to liquidate the parent company or to cease operations, or has no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

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

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud

We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud. These included, but were not limited to, the Companies Act 2006 and tax legislation.

 

We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements and the financial report (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate entries including journals to overstate revenue or understate expenditure and management bias in accounting estimates.

 

Audit procedures performed by the engagement team included:

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non- compliance and cannot be expected to detect non-compliance with all laws and regulations.

P3 GROUP EUROPE LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF P3 GROUP EUROPE LIMITED
- 9 -

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

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 2006. Our 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.

Steve Robinson FCA (Senior Statutory Auditor)
For and on behalf of Mercer & Hole LLP
10 July 2024
Chartered Accountants
Statutory Auditor
The Pinnacle
170 Midsummer Boulevard
Milton Keynes
Buckinghamshire
MK9 1BP
P3 GROUP EUROPE LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 10 -
2023
2022
Notes
£
£
Turnover
4
41,462,512
41,279,190
Other external expenses
(25,441,431)
(25,507,161)
Staff costs
7
(11,954,449)
(11,434,984)
Depreciation and other amounts written off tangible and intangible fixed assets
5
(886,171)
(854,162)
Other operating expenses
(49,996)
(2)
Operating profit
5
3,130,465
3,482,881
Share of profits of associates and joint ventures
301,425
121,053
Interest receivable and similar income
9
78,349
19,569
Interest payable and similar expenses
10
(188,817)
(156,811)
Profit before taxation
3,321,422
3,466,692
Tax on profit
11
(783,052)
(434,357)
Profit for the financial year
29
2,538,370
3,032,335
Profit for the financial year is attributable to:
- Owners of the parent company
2,015,188
2,330,252
- Non-controlling interests
523,182
702,083
2,538,370
3,032,335
P3 GROUP EUROPE LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
- 11 -
2023
2022
£
£
Profit for the year
2,538,370
3,032,335
Other comprehensive income
Currency translation gain taken to retained earnings
44,516
205,343
Total comprehensive income for the year
2,582,886
3,237,678
Total comprehensive income for the year is attributable to:
- Owners of the parent company
2,079,453
2,425,200
- Non-controlling interests
503,433
812,478
2,582,886
3,237,678
P3 GROUP EUROPE LIMITED
GROUP BALANCE SHEET
AS AT
31 DECEMBER 2023
31 December 2023
- 12 -
2023
2022
Notes
£
£
£
£
Fixed assets
Intangible assets
13
360,154
205,831
Tangible assets
14
1,593,824
1,344,430
Investments
15
781,813
480,389
2,735,791
2,030,650
Current assets
Stocks
19
4,966,532
7,106,808
Debtors
20
4,829,676
5,007,065
Cash at bank and in hand
7,078,503
5,370,993
16,874,711
17,484,866
Creditors: amounts falling due within one year
21
(6,309,611)
(8,192,692)
Net current assets
10,565,100
9,292,174
Total assets less current liabilities
13,300,891
11,322,824
Creditors: amounts falling due after more than one year
22
(1,346,568)
(1,947,704)
Provisions for liabilities
Provisions
25
113,903
25,000
Deferred tax liability
26
139,454
44,984
(253,357)
(69,984)
Net assets
11,700,966
9,305,136
Capital and reserves
Called up share capital
28
105,313
105,313
Share premium account
29
203,652
203,652
Capital redemption reserve
29
35,631
35,631
Profit and loss reserves
29
8,867,215
6,523,690
Equity attributable to owners of the parent company
9,211,811
6,868,286
Non-controlling interests
2,489,155
2,436,850
11,700,966
9,305,136
The financial statements were approved and signed by the director and authorised for issue on 10 July 2024
10 July 2024
T Perutz
Director
Company registration number 00973784 (England and Wales)
P3 GROUP EUROPE LIMITED
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2023
31 December 2023
- 13 -
2023
2022
Notes
£
£
£
£
Fixed assets
Tangible assets
14
3,384
1,054
Investments
15
1,889,262
1,943,544
1,892,646
1,944,598
Current assets
Debtors
20
878,611
1,925,646
Cash at bank and in hand
3,171,278
2,826,048
4,049,889
4,751,694
Creditors: amounts falling due within one year
21
(596,749)
(1,253,620)
Net current assets
3,453,140
3,498,074
Total assets less current liabilities
5,345,786
5,442,672
Creditors: amounts falling due after more than one year
22
(1,170,000)
(1,690,000)
Provisions for liabilities
Provisions
25
50,000
-
0
(50,000)
-
Net assets
4,125,786
3,752,672
Capital and reserves
Called up share capital
28
105,313
105,313
Share premium account
29
203,652
203,652
Capital redemption reserve
29
35,631
35,631
Profit and loss reserves
29
3,781,190
3,408,076
Total equity
4,125,786
3,752,672

As permitted by s408 Companies Act 2006, the company has not presented its own profit or loss account and related notes. The company's profit for the year was £386,370 (2022 - £694,756 profit).

The financial statements were approved and signed by the director and authorised for issue on 10 July 2024
10 July 2024
T Perutz
Director
Company registration number 00973784 (England and Wales)
P3 GROUP EUROPE LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 14 -
Share capital
Share premium account
Capital redemption reserve
Profit and loss reserves
Total controlling interest
Non-controlling interest
Total
Notes
£
£
£
£
£
£
£
Balance at 1 January 2022
105,313
203,652
35,631
4,925,933
5,270,529
1,401,092
6,671,621
Year ended 31 December 2022:
Profit for the year
-
-
-
2,330,252
2,330,252
702,083
3,032,335
Other comprehensive income:
Currency translation differences
-
-
-
205,343
205,343
-
205,343
Amounts attributable to non-controlling interests
-
-
-
(110,395)
(110,395)
110,395
-
Total comprehensive income
-
-
-
2,425,200
2,425,200
812,478
3,237,678
Dividends
12
-
-
-
(33,848)
(33,848)
(105,000)
(138,848)
Disposal of shares in subsidiary to non-controlling interest
-
-
-
(793,595)
(793,595)
328,280
(465,315)
Balance at 31 December 2022
105,313
203,652
35,631
6,523,690
6,868,286
2,436,850
9,305,136
Year ended 31 December 2023:
Profit for the year
-
-
-
2,015,188
2,015,188
523,182
2,538,370
Other comprehensive income:
Currency translation differences
-
-
-
44,516
44,516
-
44,516
Amounts attributable to non-controlling interests
-
-
-
19,749
19,749
(19,749)
-
Total comprehensive income
-
-
-
2,079,453
2,079,453
503,433
2,582,886
Dividends
12
-
-
-
(13,256)
(13,256)
(150,000)
(163,256)
Purchase of shares in subsidiary from non-controlling interest
-
-
-
277,328
277,328
(301,128)
(23,800)
Balance at 31 December 2023
105,313
203,652
35,631
8,867,215
9,211,811
2,489,155
11,700,966
P3 GROUP EUROPE LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 15 -
Share capital
Share premium account
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 January 2022
105,313
203,652
35,631
2,747,168
3,091,764
Year ended 31 December 2022:
Profit and total comprehensive income for the year
-
-
-
694,756
694,756
Dividends
12
-
-
-
(33,848)
(33,848)
Balance at 31 December 2022
105,313
203,652
35,631
3,408,076
3,752,672
Year ended 31 December 2023:
Profit and total comprehensive income
-
-
-
386,370
386,370
Dividends
12
-
-
-
(13,256)
(13,256)
Balance at 31 December 2023
105,313
203,652
35,631
3,781,190
4,125,786
P3 GROUP EUROPE LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 16 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
34
4,648,779
2,385,555
Interest paid
(188,817)
(156,811)
Income taxes paid
(362,691)
(138,678)
Net cash inflow from operating activities
4,097,271
2,090,066
Investing activities
Purchase of intangible assets
(299,629)
(125,699)
Purchase of tangible fixed assets
(924,176)
(675,994)
Proceeds from disposal of tangible fixed assets
12,637
2,944
Proceeds from disposal of subsidiaries, net of cash disposed
-
27,500
Interest received
78,349
19,569
Net cash used in investing activities
(1,132,819)
(751,680)
Financing activities
Repayment of bank loans
(803,963)
(575,912)
Payment of finance leases obligations
(128,146)
(166,299)
Purchase of shares in subsidiary from non-controlling interest
(23,800)
-
Acquisition of shares in subsidiary
-
(396,395)
Dividends paid to equity shareholders
(13,256)
(33,848)
Dividends paid to non-controlling interests
(150,000)
(105,000)
Net cash used in financing activities
(1,119,165)
(1,277,454)
Net increase in cash and cash equivalents
1,845,287
60,932
Cash and cash equivalents at beginning of year
5,188,342
4,964,185
Effect of foreign exchange rates
44,874
163,225
Cash and cash equivalents at end of year
7,078,503
5,188,342
Relating to:
Cash at bank and in hand
7,078,503
5,370,993
Bank overdrafts included in creditors payable within one year
-
(182,651)
P3 GROUP EUROPE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 17 -
1
Accounting policies
Company information

P3 Group Europe Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Nimlok House, Booth Drive, Park Farm, Wellingborough, NN8 6NL.

 

The group consists of P3 Group Europe Limited and all of its subsidiaries.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention.

 

The Company has taken advantage of the exemption allowed under 408 of the Company Act 2006 and has not presented its own Profit and Loss Account in these financial statements.

 

The principal accounting policies adopted are set out below.

The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

 

1.2
Basis of consolidation

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

 

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

P3 GROUP EUROPE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 18 -

The consolidated group financial statements consist of the financial statements of the parent company P3 Group Europe Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

All financial statements are made up to 31 December 2023. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.

Investments in joint ventures and associates are carried in the group balance sheet at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.

 

If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.

 

Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.

1.3
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. In making this assessment, the directors have reviewed the trading and cash flow forecasts of the group and concluded that based on the forecast results the group has adequate resources to continue in operational existence for the foreseeable future.

 

The directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.4
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

 

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

P3 GROUP EUROPE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 19 -
1.5
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Software
5 years
1.6
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Leasehold land and buildings
period of lease
Plant and equipment
10% - 33%
Fixtures and fittings
25% - 50%
Motor vehicles
33%

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

1.7
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

P3 GROUP EUROPE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 20 -

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

 

Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.

 

Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.

 

In the parent company financial statements, investments in associates are accounted for at cost less impairment.

Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

1.8
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

P3 GROUP EUROPE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 21 -
1.9
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

 

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.10
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.11
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

P3 GROUP EUROPE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 22 -
Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

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

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans and loans from fellow group companies that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

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

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.12
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

1.13
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

P3 GROUP EUROPE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 23 -
Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.14
Provisions

Provisions are recognised when the group has a legal or constructive present obligation as a result of a past event, it is probable that the group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

 

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

1.15
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.16
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

P3 GROUP EUROPE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 24 -
1.17
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

1.18
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

2
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Impairment of investments

Annually, the group and the company considers whether their fixed asset investments are impaired. Where an indication of impairment is identified the estimation of recoverable value requires estimation of the recoverable value of the cash generating units (GCU). This requires estimation of the future cash flows from the GCU and also selection of appropriate discount rates in order to calculate the net present value of those cash flows.

P3 GROUP EUROPE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
2
Judgements and key sources of estimation uncertainty
(Continued)
- 25 -
Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Determining net realisable value of inventories

In determining the net realisable value of inventories, management takes into account the most reliable evidence available at the dates the estimates are made. Evidence may change after the reporting period and hence this could lead to a different assessment.

Estimating useful lives of property, plant and equipment

The company estimates the useful lives of property, plant and equipment based on the period over which the assets are expected to be available for use. The estimated useful lives of property, plant and equipment are reviewed periodically and are updated if expectations differ from previous estimates due to physical wear and tear, technical or commercial obsolescence and legal or other limits on the use of the assets. Based on management's assessment as at 31 December 2023, there is no change in estimated useful lives of those assets in use during the year. Actual results, however, may vary due to changes in estimates brought about by changes in factors mentioned above.

Bad and doubtful debts

Management estimation is required in some events to determine the recoverability of trade debtors, where there is uncertainty a bad debt provision is made using the most reliable evidence at the date the provisions were made.

3
Parent Company profit for the year

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 profit after tax of the parent company for the year was £386,370 (2022: £694,756).

4
Turnover and other revenue

The whole of the turnover is attributable to the design, manufacture, delivery and rental of exhibition stands, displays systems and related marketing services.

 

The analysis of turnover by geographical market has not been disclosed as, in the opinion of the directors, this would be seriously prejudicial to the interests of the group.

 

5
Operating profit
2023
2022
£
£
Operating profit for the year is stated after charging/(crediting):
Depreciation of owned tangible fixed assets
644,193
540,081
Depreciation of tangible fixed assets held under finance leases
108,347
143,114
(Profit)/loss on disposal of tangible fixed assets
(9,689)
78,891
Amortisation of intangible assets
143,320
92,076
P3 GROUP EUROPE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 26 -
6
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
26,070
25,200
Audit of the financial statements of the company's subsidiaries
32,320
28,775
58,390
53,975
For other services
Other taxation services
11,360
10,375
7
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2023
2022
2023
2022
Number
Number
Number
Number
Production
93
93
-
-
Distribution
30
38
-
-
Administration
153
146
4
4
Total
276
277
4
4

Their aggregate remuneration comprised:

Group
Company
2023
2022
2023
2022
£
£
£
£
Wages and salaries
9,963,139
9,593,230
119,313
163,383
Social security costs
1,655,911
1,534,627
13,208
19,570
Pension costs
335,399
307,127
5,724
5,222
11,954,449
11,434,984
138,245
188,175
8
Director's remuneration
2023
2022
£
£
Remuneration for qualifying services
-
63,000
P3 GROUP EUROPE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 27 -
9
Interest receivable and similar income
2023
2022
£
£
Interest income
Other interest income
78,349
19,569
10
Interest payable and similar expenses
2023
2022
£
£
Other interest
188,817
156,811
11
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
354,833
168,597
Adjustments in respect of prior periods
(9,669)
(34,839)
Total UK current tax
345,164
133,758
Foreign current tax on profits for the current period
343,418
123,976
Total current tax
688,582
257,734
Deferred tax
Origination and reversal of timing differences
90,163
176,623
Adjustment in respect of prior periods
4,307
-
0
Total deferred tax
94,470
176,623
Total tax charge
783,052
434,357
P3 GROUP EUROPE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
11
Taxation
(Continued)
- 28 -

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2023
2022
£
£
Profit before taxation
3,321,422
3,466,692
Expected tax charge based on the standard rate of corporation tax in the UK of 23.52% (2022: 19.00%)
781,198
658,671
Tax effect of expenses that are not deductible in determining taxable profit
17,165
(8,491)
Tax effect of income not taxable in determining taxable profit
(69,967)
(25,588)
Adjustments in respect of prior years
(9,669)
(34,839)
Permanent capital allowances in excess of depreciation
6,798
(18,659)
Effect of overseas tax rates
47,884
(162,757)
Deferred tax adjustments in respect of prior years
4,307
(21,540)
Remeasurement of deferred tax for changes in tax rates
5,336
47,560
Taxation charge
783,052
434,357
12
Dividends
2023
2022
Recognised as distributions to equity holders:
£
£
Interim paid
13,256
33,848
13
Intangible fixed assets
Group
Software
£
Cost
At 1 January 2023
1,156,781
Additions - internally developed
299,629
Exchange adjustments
(1,391)
At 31 December 2023
1,455,019
Amortisation and impairment
At 1 January 2023
950,950
Amortisation charged for the year
143,320
Exchange adjustments
595
At 31 December 2023
1,094,865
P3 GROUP EUROPE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
13
Intangible fixed assets
(Continued)
- 29 -
Carrying amount
At 31 December 2023
360,154
At 31 December 2022
205,831
The company had no intangible fixed assets at 31 December 2023 or 31 December 2022.
14
Tangible fixed assets
Group
Leasehold land and buildings
Plant and equipment
Fixtures and fittings
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 January 2023
1,059,371
4,910,435
1,268,903
257,895
7,496,604
Additions
236,577
439,494
186,342
140,841
1,003,254
Disposals
-
0
(11,621)
(310)
(16,839)
(28,770)
Exchange adjustments
(9,820)
25,568
(9,039)
2,290
8,999
At 31 December 2023
1,286,128
5,363,876
1,445,896
384,187
8,480,087
Depreciation and impairment
At 1 January 2023
905,880
4,069,363
1,008,487
168,444
6,152,174
Depreciation charged in the year
113,411
451,004
151,837
36,288
752,540
Eliminated in respect of disposals
-
0
(8,673)
(310)
(16,839)
(25,822)
Exchange adjustments
(8,082)
17,070
(3,460)
1,843
7,371
At 31 December 2023
1,011,209
4,528,764
1,156,554
189,736
6,886,263
Carrying amount
At 31 December 2023
274,919
835,112
289,342
194,451
1,593,824
At 31 December 2022
153,491
841,072
260,416
89,451
1,344,430
P3 GROUP EUROPE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
14
Tangible fixed assets
(Continued)
- 30 -
Company
Computers
Motor vehicles
Total
£
£
£
Cost
At 1 January 2023
13,059
89,730
102,789
Additions
3,031
-
0
3,031
Disposals
(3,054)
-
0
(3,054)
At 31 December 2023
13,036
89,730
102,766
Depreciation and impairment
At 1 January 2023
12,005
89,730
101,735
Depreciation charged in the year
701
-
0
701
Eliminated in respect of disposals
(3,054)
-
0
(3,054)
At 31 December 2023
9,652
89,730
99,382
Carrying amount
At 31 December 2023
3,384
-
0
3,384
At 31 December 2022
1,054
-
0
1,054

The net carrying value of tangible fixed assets in the group includes the following in respect of assets held under finance leases or hire purchase contracts.

Group
Company
2023
2022
2023
2022
£
£
£
£
Plant and equipment
177,430
269,465
-
0
-
0
Motor vehicles
73,766
-
0
-
0
-
0
251,196
269,465
-
-
15
Fixed asset investments
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Investments in subsidiaries
16
-
0
-
0
1,639,262
1,693,544
Investments in associates and joint ventures
18
781,813
480,389
250,000
250,000
781,813
480,389
1,889,262
1,943,544
P3 GROUP EUROPE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
15
Fixed asset investments
(Continued)
- 31 -
Movements in fixed asset investments
Group
Shares in associates and joint ventures
£
Cost or valuation
At 1 January 2023
480,389
Valuation changes
301,424
At 31 December 2023
781,813
Carrying amount
At 31 December 2023
781,813
At 31 December 2022
480,389
Movements in fixed asset investments
Company
Shares in subsidiaries and joint ventures
£
Cost or valuation
At 1 January 2023
1,943,544
Additions
23,800
At 31 December 2023
1,967,344
Impairment
At 1 January 2023
-
Impairment losses
78,082
At 31 December 2023
78,082
Carrying amount
At 31 December 2023
1,889,262
At 31 December 2022
1,943,544
P3 GROUP EUROPE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 32 -
16
Subsidiaries

Details of the company's subsidiaries at 31 December 2023 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Ultima Displays Holdings Limited
49-50 Causeway Road, Earlstrees Industrial Estate, Corby, Northamtonshire, NN17 4DU
Ordinary
90.00
-
Ultima Displays Limited*
49-50 Causeway Road, Earlstrees Industrial Estate, Corby, Northamtonshire, NN17 4DU
Ordinary
-
90.00
SAS Ultima Displays France*
Greffe du Tribunal de commerce de Nantes, Immeuble Rhuys, 2 bis quai Francois Mitterrand, BP 86209,
Ordinary
-
54.00
Ultima Displays Polska SP z.o.o.*
Bedzieszyn 103, 83-000 Bedzieszyn, Poland
Ordinary
-
90.00
Ultima Displays España, S.I.**
Travesía Barca, Nave B-3., Urb. Poligono industrial Alovera.,19208 Campiña, Guadalajara (ES)
Ordinary
-
54.00
Nimlok Limited
Booth Drive, Park Farm, Wellingborough, NN8 6NL
Ordinary
85.00
-
Marler Haley Limited
Booth Drive, Park Farm, Wellingborough, NN8 6NL
Ordinary
100.00
-
Orbus Europe Limited
Booth Drive, Park Farm, Wellingborough, NN8 6NL
Ordinary
100.00
-

*The investment in these companies is held indirectly as these companies are direct subsidiaries of Ultima Displays Holdings Limited.

 

**The investment in Ultima Displays Espana, S.l.is held indirectly as this company is a direct subsidiary of SAS Ultima Displays France.

17
Associates

Details of associates at 31 December 2023 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Ultima Displays Italia S.R.L.
via Trentino, 27, 35043 Monselice (PD), Italy
Ordinary
-
30

The investment in Ultima Displays Italia S.R.L. is held indirectly as this company is a direct subsidiary of Ultima Displays Holdings Limited.

 

The share of profit or loss in associates is recognised under the equity accounting method. For the year ended 31 December 2023 the share of profit in Ultima Displays Italia S.R.L was £258,925 (2022: £76,865).

P3 GROUP EUROPE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 33 -
18
Joint ventures

Details of joint ventures at 31 December 2023 are as follows:

Name of undertaking
Registered office
Interest
% Held
held
Direct
The Marketing Group (2001) Limited
Booth Drive, Park Farm, Wellingborough, NN8 6NL
Ordinary
50.00

Companies held by the Marketing Group (2001) Limited:

Creative Bridge Limited

VU Creative Limited

Bridge Communications 2003 Limited

TMG (2001) Limited

 

As at 31 December 2023, the Marketing Group (2001) Limited held 100.00% of ordinary shares directly in each of these companies. The registered office for these companies is at Booth Drive, Park Farm, Wellingborough, NN8 6NL.

The share of profit or loss in joint ventures is recognised under the equity accounting method. For the year ended 31 December 2023 the share of profit in Marketing Group (2001) Limited was £42,500 (2022: £44,188).

19
Stocks
Group
Company
2023
2022
2023
2022
£
£
£
£
Raw materials and consumables
1,232,753
1,397,180
-
-
Finished goods and goods for resale
3,733,779
5,709,628
-
0
-
0
4,966,532
7,106,808
-
-
P3 GROUP EUROPE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 34 -
20
Debtors
Group
Company
2023
2022
2023
2022
Amounts falling due within one year:
£
£
£
£
Trade debtors
3,869,723
4,248,765
-
0
-
0
Amounts owed by group undertakings
-
-
798,434
1,809,669
Other debtors
106,958
326,739
71,291
106,814
Prepayments and accrued income
778,051
363,243
8,532
7,963
4,754,732
4,938,747
878,257
1,924,446
Deferred tax asset (note 26)
-
0
-
0
354
1,200
4,754,732
4,938,747
878,611
1,925,646
Amounts falling due after more than one year:
Other debtors
74,944
68,318
-
0
-
0
Total debtors
4,829,676
5,007,065
878,611
1,925,646

Amounts owed by group undertakings are repayable on demand.

21
Creditors: amounts falling due within one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Bank loans and overdrafts
23
957,338
1,467,281
563,333
520,000
Obligations under finance leases
24
107,053
118,685
-
0
-
0
Trade creditors
1,547,193
2,252,069
877
466
Corporation tax payable
460,497
134,606
-
0
-
0
Other taxation and social security
1,019,436
802,528
-
-
Other creditors
480,585
1,140,255
-
0
701,750
Accruals and deferred income
1,737,509
2,277,268
32,539
31,404
6,309,611
8,192,692
596,749
1,253,620
P3 GROUP EUROPE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 35 -
22
Creditors: amounts falling due after more than one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Bank loans and overdrafts
23
1,213,333
1,690,004
1,170,000
1,690,000
Obligations under finance leases
24
133,235
170,671
-
0
-
0
Accruals and deferred income
-
0
87,029
-
0
-
0
1,346,568
1,947,704
1,170,000
1,690,000
23
Loans and overdrafts
Group
Company
2023
2022
2023
2022
£
£
£
£
Bank loans
2,170,671
2,974,634
1,733,333
2,210,000
Bank overdrafts
-
0
182,651
-
0
-
0
2,170,671
3,157,285
1,733,333
2,210,000
Payable within one year
957,338
1,467,281
563,333
520,000
Payable after one year
1,213,333
1,690,004
1,170,000
1,690,000

The bank loans represent local lending in many of the Group entities and are in places secured against the assets of the company and Group.

Interest rates on these debts vary between 0.30% per annum to 3.50% plus UK Base Rate.

24
Finance lease obligations
Group
Company
2023
2022
2023
2022
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
107,053
118,685
-
0
-
0
In two to five years
133,235
170,671
-
0
-
0
240,288
289,356
-
-

Amounts due under finance leases and hire purchase contracts are secured against the assets to which they relate.

P3 GROUP EUROPE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 36 -
25
Provisions for liabilities
Group
Company
2023
2022
2023
2022
£
£
£
£
113,903
25,000
50,000
-
Movements on provisions:
Group
£
At 1 January 2023
25,000
Additional provisions in the year
88,903
At 31 December 2023
113,903
Company
£
Additional provisions in the year
50,000

Included within provisions is a balance of £25,000 2022: £25,000) for an ongoing legal case with a supplier in one of the group’s subsidiary companies.

 

At the year end, the company made a restructuring provision of £50,000.

26
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
Assets
Assets
2023
2022
2023
2022
Group
£
£
£
£
Accelerated capital allowances
145,308
52,312
-
-
Short term timing differences
(5,854)
(7,328)
-
-
139,454
44,984
-
-
Liabilities
Liabilities
Assets
Assets
2023
2022
2023
2022
Company
£
£
£
£
Accelerated capital allowances
-
-
354
1,200
P3 GROUP EUROPE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
26
Deferred taxation
(Continued)
- 37 -
Group
Company
2023
2023
Movements in the year:
£
£
Liability/(Asset) at 1 January 2023
44,984
(1,200)
Charge to profit or loss
94,470
846
Liability/(Asset) at 31 December 2023
139,454
(354)
27
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
335,399
307,127

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

28
Share capital
Group and company
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary A shares of £1 each
18,110
36,944
18,110
36,944
Ordinary B shares of £1 each
26,413
1,868
26,413
1,868
Ordinary C shares of £1 each
1,868
27,329
1,868
27,329
Ordinary D shares of £1 each
31,593
10,531
31,593
10,531
Ordinary E shares of £1 each
27,329
18,110
27,329
18,110
Ordinary F shares of £1 each
-
10,531
-
10,531
105,313
105,313
105,313
105,313

All shares rank pari passu in all respects except that each class of shares have different rights to dividends at the discretion of the directors.

29
Reserves
Share premium

The share premium account includes any premiums received on issue of share capital. Any transaction costs associated with the issuing of shares are deducted from share premium.

Capital redemption reserve

The capital redemption reserve includes transfer from share capital upon the purchase of the company's own shares.

P3 GROUP EUROPE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
29
Reserves
(Continued)
- 38 -
Profit and loss reserves

The profit and loss account includes all current and prior period retained profits and losses.

30
Financial commitments, guarantees and contingent liabilities

The group has contingent liabilities of £30,000 (2022: £30,000).

31
Operating lease commitments

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2023
2022
2023
2022
£
£
£
£
Within one year
910,951
817,922
-
-
Between two and five years
2,773,668
2,608,167
-
-
In over five years
1,663,375
2,155,375
-
-
5,347,994
5,581,464
-
-

The company has no operating lease commitments.

32
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel is as follows.

2023
2022
£
£
Aggregate compensation
2,523,517
2,126,230
Transactions with related parties - Group

During the year the group entered into the following transactions with related parties:

Description of transaction
Income
Payments
2023
2022
2023
2022
£
£
£
£
Recharges to related parties with common directors
13,333
13,333
-
-
Costs charged to Joint Ventures
10,278
10,375
-
-
Purchases and rental charges from other related parties
-
-
25,795
124,700
Rental charges from LLPs in which directors are also members
-
-
468,550
341,238
P3 GROUP EUROPE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
32
Related party transactions
(Continued)
- 39 -
Balances with related parties - Group
As at the year end date the group had the following balances with related parties:
Description of balance
Amounts owed by
Amounts owed to
2023
2022
2023
2022
£
£
£
£
Loans owed from Joint Ventures
70,000
100,000
-
-
Loans owed to shareholders
-
-
-
700,000
Transactions with related parties - Company
During the year the company entered into the following transactions with related parties:
Description of transaction
Income
Payments
2023
2022
2023
2022
£
£
£
£
Group relief receivable from subsidiaries
75,234
77,169
-
-
Loan interest charges to subsidiaries
131,527
107,460
-
-
Management recharge from subsidiaries
-
-
235,251
288,259
Other charges to subsidiaries
7,500
29,925
-
-
Recharges to related parties with common directors
13,333
13,333
-
-
Dividends received from subsidiaries
850,000
1,042,500
-
-
P3 GROUP EUROPE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
32
Related party transactions
(Continued)
- 40 -
Balances with related parties - Company
As at the year end date the companyhad the following balances with related parties:
Description of balance
Amounts owed by
Amounts owed to
2023
2022
2023
2022
£
£
£
£
Amounts due from subsidiaries
798,434
1,816,336
-
-
Loans owed from Joint Ventures
70,000
100,000
-
-
Loans owed to shareholders
-
-
-
700,000
33
Controlling party

The ultimate controlling party is T Perutz by virtue of his ownership of shares in the company.

34
Cash generated from group operations
2023
2022
£
£
Profit for the year after tax
2,538,370
3,032,335
Adjustments for:
Share of results of associates and joint ventures
(301,425)
(121,053)
Taxation charged
783,052
434,357
Finance costs
188,817
156,811
Investment income
(78,349)
(19,569)
(Gain)/loss on disposal of tangible fixed assets
(9,689)
78,891
Amortisation and impairment of intangible assets
143,320
92,076
Depreciation and impairment of tangible fixed assets
752,540
683,195
Increase/(decrease) in provisions
88,903
(65,283)
Movements in working capital:
Decrease/(increase) in stocks
2,140,276
(1,493,319)
Decrease/(increase) in debtors
177,389
(603,541)
(Decrease)/increase in creditors
(1,774,425)
210,655
Cash generated from operations
4,648,779
2,385,555
P3 GROUP EUROPE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 41 -
35
Analysis of changes in net funds - group
1 January 2023
Cash flows
New finance leases
Exchange rate movements
31 December 2023
£
£
£
£
£
Cash at bank and in hand
5,370,993
1,662,636
-
44,874
7,078,503
Bank overdrafts
(182,651)
182,651
-
-
-
0
5,188,342
1,845,287
-
44,874
7,078,503
Borrowings excluding overdrafts
(2,974,634)
803,963
-
-
(2,170,671)
Obligations under finance leases
(289,356)
128,146
(79,078)
-
(240,288)
1,924,352
2,777,396
(79,078)
44,874
4,667,544
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