REGISTERED NUMBER: 12508617 (England and Wales) |
GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
FOR |
BARWOOD PROCESS LIMITED |
REGISTERED NUMBER: 12508617 (England and Wales) |
GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
FOR |
BARWOOD PROCESS LIMITED |
BARWOOD PROCESS LIMITED (REGISTERED NUMBER: 12508617) |
CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
Page |
Company Information | 1 |
Group Strategic Report | 2 |
Report of the Directors | 5 |
Report of the Independent Auditors | 7 |
Consolidated Statement of Comprehensive Income | 11 |
Consolidated Balance Sheet | 12 |
Company Balance Sheet | 13 |
Consolidated Statement of Changes in Equity | 14 |
Company Statement of Changes in Equity | 15 |
Notes to the Consolidated Financial Statements | 16 |
BARWOOD PROCESS LIMITED |
COMPANY INFORMATION |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Chartered Accountants |
Statutory Auditor |
Corner Oak |
1 Homer Road |
Solihull |
B91 3QG |
BARWOOD PROCESS LIMITED (REGISTERED NUMBER: 12508617) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
The directors present their strategic report of the company and the group for the period 1st January 2023 to 31 December 2023. |
REVIEW OF BUSINESS |
We have had a challenging 12 months which unfortunately led to a group loss for 2023 of £570k. This was very disappointing and there are a number of contributing reasons for this; |
- primarily the delay in projects going ahead due to inflation causing clients to wait to de-risk, |
- the number of new starters being embedded into the business, |
- old projects coming to an end, cost overrun due to these delays. |
- New factory move tying in resource and reducing output |
- Lower margins caused by inflation costs on materials and labour |
However, on a positive note we did not lose many orders and the bulk of the forecasted projects are still live and toward the end of the final quarter we booked a number of these finishing the year with an order book in excess of £5million. |
The partnership with GR2L though slow in 2023, saw a large number of enquiries and potential developing, as India continues with massive expansion plans for solar production with a number of large sites under construction and due to come on stream in late 2024/early 2025. We expect 2024 to be an exciting year for GR2L and ourselves. |
The business has increased its production capacity by 200% with a move to 42,000sq/ft facilities which will enable us to maximise output and efficiencies. |
The company was acquired by Indutrade AB, Sweden on the 17th September 2020. Indutrade is an international industrial group that develop and acquire companies that are characterised by high-tech-know-how and an ability to build enduring, close relationships with customers and suppliers. |
The integration into the Indutrade group has gone very well and they provide excellent support including an investment of £7million in the new facility along with training, sustainability and reporting systems. This has enabled us to focus more clearly on our strategy of growth and strengthening our workforce. |
Our Puretech business has continued its success in global exports with orders from Australia, Singapore, Egypt and Bangladesh. We are growing our global agents particularly in emerging countries which will bring further growth. |
PRINCIPAL RISKS AND UNCERTAINTIES |
GR2L |
We are still working with GR2L and continue to be heavily involved with its activities through our Microgas business. We are still targeting the solar industry, and the global push for renewable energy sources will see this market grow considerably over the next few years with improved order potential. |
Staff recruitment, retention and succession plans do not deliver the required skills and experience |
The ability to recruit, retain and motivate suitably qualified staff is an important aspect of the business and our overall performance. The strength of our business is directly linked to our staff, many of them have worked for us for a considerable time some in excess of 25years, during which they have gained valuable knowledge and expertise. |
The Group faces competition for the best people from other organisations. Ensuring the retention, proper development of employees and the succession for key positions is important if the business is not to suffer any adverse effects. Our policy of actively engaging with staff and reacting to their needs is fundamental in staff retention along with excellent remuneration and pension policies. One of our key strategic plan targets is staff wellbeing and we are continually reviewing how we can help them, this includes flexibility in working hours with a number of employees having a hybrid working pattern. |
BARWOOD PROCESS LIMITED (REGISTERED NUMBER: 12508617) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
A continued and successful recruitment campaign combined with opening an office in Newcastle has strengthened our position as the market leader and as the new staff become more integrated into the business, we should see significant improvement in our capabilities and increased potential business opportunities. |
Market Conditions |
Ukraine/Gaza Wars |
Since and due to the outbreak of war we are seeing increased investment in local production, it's too early to say how this will affect us, however as detailed above in the renewables market we have seen a movement to decentralise production and look to local markets for sourcing. |
Materials/Inflation/Energy costs |
The year continued to see high inflation and substantial increases in materials and lead times for components used in our products/services. A number of projects were delayed causing a significant reduction in overall turnover and completion of orders. We have taken steps to mitigate these effects on our margins and due to the nature and specialism of our services/products we believe we will not be adversely affected. |
SECTION 172(1) STATEMENT |
The Board of directors of UK Gas Technologies Ltd which includes employees of Indutrade considers that it has, both individually and collectively, acted in good faith in a way which would most likely promote the success of the Company for the benefit of the members, and in doing so have had regard (amongst other matters) to factors (a) to (f) as set out in s172(1) of the Companies Act 2006 for the decisions taken during the year ended 31st December 2023. In making this statement, the directors have considered the following matters: |
. The likely consequences of any decision in the long-term: the Board reviewed the Group's strategy, during the year and concluded that it remains appropriate to support the long-term success of the Company. Shorter term expectations in supporting that strategy are approved by the Board as part of the annual budgeting process, against which the performance of the Group is then monitored. Decisions taken during the year are made in the context of the Group's strategy to ensure that they are consistent with that strategy which is designed to support long-term value generation for all stakeholders. |
. The interests of the Company's employees: our people are critical to the success of our business and a core component of our strategic plan. We endeavour to recruit the best people, train them well and look after them so that they provide the best possible service for our customers and remain with us for the long-term. We have always considered our employees as demonstrated by the acquisition, hybrid working and opening up the Newcastle office to cater for our northern staff. We have looked to the longer term ensuring we teamed up with a company that would be to the benefit of our employees. |
. The need to foster the Company's business relationship with suppliers, customers and others: managing our relationships with suppliers and customers is critical in ensuring the Company delivers on its strategy. We have increased our contact with customers through our sales team, marketing strategy and new agents to meet our global strategy. |
. The impact of the Company's operations on the community and the environment: We are working with clients at the forefront of technology and in particular with renewable energy suppliers which will benefit all. We are introducing a clear sustainability policy that will further reduce our impact on our local community and the environment. We are in the process of putting solar panels on our buildings and have phased out old diesel cars with hybrid and full electric vehicles wherever possible. We are recording Scope 1-3 information to enable us to gauge our sustainability performance and drive to net zero. |
. The desirability of the Company maintaining a reputation for high standards of business conduct: we continually review all our policies, including antibribery and corruption, anti-slavery and communication/consultation to insure we set the highest standards. We have introduced the Indutrade code of conduct to bolster our policies and set the highest standards. |
BARWOOD PROCESS LIMITED (REGISTERED NUMBER: 12508617) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
. The need to act fairly as between members of the Company: the Company aims to be transparent to all its members and this is achieved through monthly reporting, regular dialogue at all levels and the ongoing development and enhancement of the strategic plan. |
ANALYSIS BASED ON KEY PERFORMANCE INDICATORS |
The group's key performance indicators are;- |
Turnover |
Our objective is to maintain annual Turnover above £16 million which based on our fixed overheads and estimating margins will deliver excellent annual profits. Unfortunately, due to the reasons stated above we were below our target with a turnover of £14.73 million for the year. |
Health & Safety |
Our objective is to have zero loss time injuries on site. Our strategy is to have a robust H&S policy backed up by regular site auditing to ensure the highest safety standards are maintained. 2023 had a loss time injury frequency rate (LTIFR) of 2.4% which equates to one loss time injury on approx 200,000 worked hours. |
Profit Margin |
Our objective is to deliver a return of greater than 12% EBITA margin with a strategy of increasing our profit margin on all contracts. A downturn in turnover coupled with exceptionally difficult market conditions and reduced margins resulted in a drop in Gross Profit Margin to 18.16% (2022: 32.9%). |
ON BEHALF OF THE BOARD: |
BARWOOD PROCESS LIMITED (REGISTERED NUMBER: 12508617) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
The directors present their report with the financial statements of the company and the group for the year ended 31 December 2023. |
DIVIDENDS |
£Nil dividends (2022: £4,400,000) were paid during the year. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1 January 2023 to the date of this report. |
Other changes in directors holding office are as follows: |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and 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 and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information. |
BARWOOD PROCESS LIMITED (REGISTERED NUMBER: 12508617) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
AUDITORS |
The auditors, Prime, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
BARWOOD PROCESS LIMITED |
Opinion |
We have audited the financial statements of Barwood Process Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity and Notes to the Financial Statements, including a summary of 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: |
- | give a true and fair view of the state of the group's and of the parent company affairs as at 31 December 2023 and of the group's loss for the year then ended; |
- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
- | have been prepared in accordance with the requirements of the Companies Act 2006. |
Basis for opinion |
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the 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 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 and 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. |
Other information |
The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
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. |
In connection with our audit of the financial statements, 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 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. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
BARWOOD PROCESS LIMITED |
Opinions 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 Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Group Strategic Report and the Report of the Directors 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 Report of the Directors. |
We have nothing to report in respect of the following matters where 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 Statement of Directors' Responsibilities set out on page five, 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 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. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
BARWOOD PROCESS LIMITED |
Auditors' responsibilities for the audit of the financial statements |
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors 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: |
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows: |
- the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations; |
- we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the industry sector; |
- we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation and data protection, anti-bribery, employment, environmental and health and safety legislation; |
- we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; |
We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by: |
- making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and |
- considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations. |
To address the risk of fraud through management bias and override of controls, we: |
- performed analytical procedures to identify any unusual or unexpected relationships; |
- tested journal entries to identify unusual transactions; |
- assessed whether judgements and assumptions made in determining accounting estimates were indicative of potential bias; and |
- investigated the rationale behind significant or unusual transactions. |
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to: |
- agreeing financial statement disclosures to underlying supporting documentation; |
- enquiring of management as to actual and potential litigation and claims; and |
- reviewing correspondence with HMRC and other relevant parties. |
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. |
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion. |
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 Report of the Auditors. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
BARWOOD PROCESS LIMITED |
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 a Report of the Auditors 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. |
for and on behalf of |
Chartered Accountants |
Statutory Auditor |
Corner Oak |
1 Homer Road |
Solihull |
B91 3QG |
BARWOOD PROCESS LIMITED (REGISTERED NUMBER: 12508617) |
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
2023 | 2022 |
Notes | £ | £ |
TURNOVER | 3 | 14,656,522 | 16,676,338 |
Cost of sales | 11,994,207 | 11,178,955 |
GROSS PROFIT | 2,662,315 | 5,497,383 |
Administrative expenses | 3,472,215 | 3,061,275 |
(809,900 | ) | 2,436,108 |
Other operating income | (29,402 | ) | 18,722 |
OPERATING (LOSS)/PROFIT | 5 | (839,302 | ) | 2,454,830 |
Interest receivable and similar income | 381 | 1,280 |
(838,921 | ) | 2,456,110 |
Interest payable and similar expenses | 6 | 5,262 | 18,673 |
(LOSS)/PROFIT BEFORE TAXATION | (844,183 | ) | 2,437,437 |
Tax on (loss)/profit | 7 | (274,049 | ) | 491,506 |
(LOSS)/PROFIT FOR THE FINANCIAL YEAR |
( |
) |
OTHER COMPREHENSIVE INCOME/(LOSS) |
Revaluation of freehold property | 384,700 | - |
Deferred tax movement on revaluation | (96,175 | ) | (46,162 | ) |
Income tax relating to components of other comprehensive income/(loss) |
- |
- |
OTHER COMPREHENSIVE INCOME/(LOSS) FOR THE YEAR, NET OF INCOME TAX |
288,525 |
(46,162 |
) |
TOTAL COMPREHENSIVE (LOSS)/INCOME FOR THE YEAR |
(281,609 |
) |
1,899,769 |
(Loss)/profit attributable to: |
Owners of the parent | (570,134 | ) | 1,945,931 |
Total comprehensive (loss)/income attributable to: |
Owners of the parent | (281,609 | ) | 1,899,769 |
BARWOOD PROCESS LIMITED (REGISTERED NUMBER: 12508617) |
CONSOLIDATED BALANCE SHEET |
31 DECEMBER 2023 |
2023 | 2022 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 10 | - | - |
Tangible assets | 11 | 3,035,046 | 2,279,614 |
Investments | 12 | - | - |
3,035,046 | 2,279,614 |
CURRENT ASSETS |
Stocks | 13 | 184,383 | 155,720 |
Debtors | 14 | 4,759,066 | 7,716,819 |
Cash at bank | 1,808,272 | 665,010 |
6,751,721 | 8,537,549 |
CREDITORS |
Amounts falling due within one year | 15 | 2,045,064 | 2,620,693 |
NET CURRENT ASSETS | 4,706,657 | 5,916,856 |
TOTAL ASSETS LESS CURRENT LIABILITIES |
7,741,703 |
8,196,470 |
PROVISIONS FOR LIABILITIES | 18 | 101,362 | 274,520 |
NET ASSETS | 7,640,341 | 7,921,950 |
CAPITAL AND RESERVES |
Called up share capital | 19 | 11,933 | 11,933 |
Merger relief | 20 | 4,544,352 | 4,544,352 |
Revaluation reserve | 20 | 1,201,249 | 936,531 |
Retained earnings | 20 | 1,882,807 | 2,429,134 |
SHAREHOLDERS' FUNDS | 7,640,341 | 7,921,950 |
The financial statements were approved by the Board of Directors and authorised for issue on 26 April 2024 and were signed on its behalf by: |
G E Littlewood - Director |
BARWOOD PROCESS LIMITED (REGISTERED NUMBER: 12508617) |
COMPANY BALANCE SHEET |
31 DECEMBER 2023 |
2023 | 2022 |
Notes | £ | £ |
FIXED ASSETS |
Intangible assets | 10 |
Tangible assets | 11 |
Investments | 12 |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital | 19 |
SHAREHOLDERS' FUNDS |
Company's profit for the financial year | - | 4,400,000 |
The financial statements were approved by the Board of Directors and authorised for issue on |
BARWOOD PROCESS LIMITED (REGISTERED NUMBER: 12508617) |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
Called up |
share | Retained | Merger | Revaluation | Total |
capital | earnings | relief | reserve | equity |
£ | £ | £ | £ | £ |
Balance at 1 January 2022 | 11,933 | 4,859,396 | 4,544,352 | 1,006,500 | 10,422,181 |
Changes in equity |
Dividends | - | (4,400,000 | ) | - | - | (4,400,000 | ) |
Total comprehensive income | - | 1,969,738 | - | (69,969 | ) | 1,899,769 |
Balance at 31 December 2022 | 11,933 | 2,429,134 | 4,544,352 | 936,531 | 7,921,950 |
Changes in equity |
Total comprehensive loss | - | (546,327 | ) | - | 264,718 | (281,609 | ) |
Balance at 31 December 2023 | 11,933 | 1,882,807 | 4,544,352 | 1,201,249 | 7,640,341 |
BARWOOD PROCESS LIMITED (REGISTERED NUMBER: 12508617) |
COMPANY STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Balance at 1 January 2022 |
Changes in equity |
Dividends | - | ( |
) | ( |
) |
Total comprehensive income | - |
Balance at 31 December 2022 |
Changes in equity |
Balance at 31 December 2023 |
BARWOOD PROCESS LIMITED (REGISTERED NUMBER: 12508617) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
1. | STATUTORY INFORMATION |
Barwood Process Limited is a |
The presentation currency of the financial statements is the Pound Sterling (£). |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Financial Reporting Standard 102 - reduced disclosure exemptions |
The group has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": |
• | the requirements of Section 7 Statement of Cash Flows. |
Basis of consolidation |
The group profit and loss account includes the trading results of the company together with the trading results of all the companies included in the investment note 11. All inter group transactions have been eliminated. |
Related party exemption |
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements. |
Turnover |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
Intangible assets |
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. |
Tangible fixed assets |
Freehold property | - |
Short leasehold | - |
Plant and machinery | - |
Fixtures and fittings | - |
Motor vehicles | - |
Stocks |
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. |
BARWOOD PROCESS LIMITED (REGISTERED NUMBER: 12508617) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
2. | ACCOUNTING POLICIES - continued |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Research and development |
Expenditure on research and development is written off in the year in which it is incurred. |
Foreign currencies |
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
Hire purchase and leasing commitments |
Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter. |
The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability. |
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
Pension costs and other post-retirement benefits |
The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate. |
Amounts recoverable on long term contracts |
Long term contracts are assessed on a contract by contract basis and are reflected in the profit and loss account by recording turnover and related costs as contract activity progresses. Where the outcome of each long term contract can be assessed with reasonable certainty before its conclusion, the attributable profit is recognised in the profit and loss account as the difference between the reported turnover and related costs for that contract. |
BARWOOD PROCESS LIMITED (REGISTERED NUMBER: 12508617) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
3. | TURNOVER |
The turnover and loss (2022 - profit) before taxation are attributable to the one principal activity of the group. |
An analysis of turnover by geographical market is given below: |
2023 | 2022 |
£ | £ |
United Kingdom | 13,917,522 | 14,254,338 |
Overseas | 739,000 | 2,422,000 |
14,656,522 | 16,676,338 |
4. | EMPLOYEES AND DIRECTORS |
2023 | 2022 |
£ | £ |
Wages and salaries | 3,458,373 | 3,095,936 |
Social security costs | 81,738 | 74,071 |
Other pension costs | 236,033 | 220,448 |
3,776,144 | 3,390,455 |
The average number of employees during the year was as follows: |
2023 | 2022 |
Production and Management |
2023 | 2022 |
£ | £ |
Directors' remuneration | 650,658 | 603,040 |
Directors' pension contributions to money purchase schemes | 30,600 | 27,455 |
The number of directors to whom retirement benefits were accruing was as follows: |
Money purchase schemes | 3 | 3 |
Information regarding the highest paid director is as follows: |
2023 | 2022 |
£ | £ |
Emoluments etc | 235,459 | 221,837 |
Pension contributions to money purchase schemes | 10,200 | 8,600 |
BARWOOD PROCESS LIMITED (REGISTERED NUMBER: 12508617) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
5. | OPERATING (LOSS)/PROFIT |
The operating loss (2022 - operating profit) is stated after charging/(crediting): |
2023 | 2022 |
£ | £ |
Hire of plant and machinery | 60,463 | 73,850 |
Depreciation - owned assets | 193,433 | 164,971 |
Depreciation - assets on hire purchase contracts | - | 3,030 |
Loss/(profit) on disposal of fixed assets | 250 | (14,916 | ) |
Auditors remuneration | 27,500 | 25,000 |
6. | INTEREST PAYABLE AND SIMILAR EXPENSES |
2023 | 2022 |
£ | £ |
Bank interest | 4,972 | 17,512 |
Hire purchase | 290 | 1,161 |
5,262 | 18,673 |
7. | TAXATION |
Analysis of the tax (credit)/charge |
The tax (credit)/charge on the loss for the year was as follows: |
2023 | 2022 |
£ | £ |
Current tax: |
UK corporation tax | (4,715 | ) | 452,868 |
Deferred tax | (269,334 | ) | 38,638 |
Tax on (loss)/profit | (274,049 | ) | 491,506 |
Reconciliation of total tax (credit)/charge included in profit and loss |
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below: |
2023 | 2022 |
£ | £ |
(Loss)/profit before tax | (844,183 | ) | 2,437,437 |
(Loss)/profit multiplied by the standard rate of corporation tax in the UK of 23.500 % (2022 - 19 %) |
(198,383 |
) |
463,113 |
Effects of: |
Expenses not deductible for tax purposes | 5,485 | 3,285 |
Capital allowances in excess of depreciation | (47,901 | ) | (13,530 | ) |
Adjustments to tax charge in respect of previous periods | (4,715 | ) | - |
Deferred tax movement | (269,334 | ) | 38,638 |
Unutilised tax losses | 240,799 | - |
Total tax (credit)/charge | (274,049 | ) | 491,506 |
BARWOOD PROCESS LIMITED (REGISTERED NUMBER: 12508617) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
7. | TAXATION - continued |
Tax effects relating to effects of other comprehensive income |
2023 |
Gross | Tax | Net |
£ | £ | £ |
Revaluation of freehold property | 384,700 | - | 384,700 |
Deferred tax movement on revaluation | (96,175 | ) | - | (96,175 | ) |
288,525 | - | 288,525 |
2022 |
Gross | Tax | Net |
£ | £ | £ |
Revaluation of freehold property |
Deferred tax movement on revaluation | (46,162 | ) | - | (46,162 | ) |
(46,162 | ) | - | (46,162 | ) |
The main rate of corporation tax increased from 19% to 25% from 1 April 2023. |
8. | INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME |
As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
9. | DIVIDENDS |
2023 | 2022 |
£ | £ |
Ordinary shares of £1 each |
Interim | - | 4,400,000 |
10. | INTANGIBLE FIXED ASSETS |
Group |
Goodwill |
£ |
COST |
At 1 January 2023 |
and 31 December 2023 | 9,877 |
AMORTISATION |
At 1 January 2023 |
and 31 December 2023 | 9,877 |
NET BOOK VALUE |
At 31 December 2023 | - |
At 31 December 2022 | - |
BARWOOD PROCESS LIMITED (REGISTERED NUMBER: 12508617) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
11. | TANGIBLE FIXED ASSETS |
Group |
Improvements |
Freehold | Short | to |
property | leasehold | property |
£ | £ | £ |
COST OR VALUATION |
At 1 January 2023 | 1,740,000 | - | - |
Additions | - | 98,975 | 452,280 |
Disposals | - | - | - |
Revaluations | 260,000 | - | - |
At 31 December 2023 | 2,000,000 | 98,975 | 452,280 |
DEPRECIATION |
At 1 January 2023 | 89,900 | - | - |
Charge for year | 34,800 | 3,599 | - |
Eliminated on disposal | - | - | - |
Revaluation adjustments | (124,700 | ) | - | - |
At 31 December 2023 | - | 3,599 | - |
NET BOOK VALUE |
At 31 December 2023 | 2,000,000 | 95,376 | 452,280 |
At 31 December 2022 | 1,650,100 | - | - |
Fixtures |
Plant and | and | Motor |
machinery | fittings | vehicles | Totals |
£ | £ | £ | £ |
COST OR VALUATION |
At 1 January 2023 | 625,801 | 110,190 | 485,790 | 2,961,781 |
Additions | 43,145 | 3,494 | 10,520 | 608,414 |
Disposals | - | - | (51,617 | ) | (51,617 | ) |
Revaluations | - | - | - | 260,000 |
At 31 December 2023 | 668,946 | 113,684 | 444,693 | 3,778,578 |
DEPRECIATION |
At 1 January 2023 | 426,466 | 47,896 | 117,905 | 682,167 |
Charge for year | 57,230 | 6,437 | 91,367 | 193,433 |
Eliminated on disposal | - | - | (7,368 | ) | (7,368 | ) |
Revaluation adjustments | - | - | - | (124,700 | ) |
At 31 December 2023 | 483,696 | 54,333 | 201,904 | 743,532 |
NET BOOK VALUE |
At 31 December 2023 | 185,250 | 59,351 | 242,789 | 3,035,046 |
At 31 December 2022 | 199,335 | 62,294 | 367,885 | 2,279,614 |
BARWOOD PROCESS LIMITED (REGISTERED NUMBER: 12508617) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
11. | TANGIBLE FIXED ASSETS - continued |
Group |
Cost or valuation at 31 December 2023 is represented by: |
Improvements |
Freehold | Short | to |
property | leasehold | property |
£ | £ | £ |
Valuation in 2020 | 1,190,373 | - | - |
Valuation in 2023 | 260,000 | - | - |
Cost | 549,627 | 98,975 | 452,280 |
2,000,000 | 98,975 | 452,280 |
Fixtures |
Plant and | and | Motor |
machinery | fittings | vehicles | Totals |
£ | £ | £ | £ |
Valuation in 2020 | - | - | - | 1,190,373 |
Valuation in 2023 | - | - | - | 260,000 |
Cost | 668,946 | 113,684 | 444,693 | 2,328,205 |
668,946 | 113,684 | 444,693 | 3,778,578 |
Fixed assets, included in the above, which are held under hire purchase contracts are as follows: |
Motor |
vehicles |
£ |
COST OR VALUATION |
At 1 January 2023 | 35,356 |
Transfer to ownership | (35,356 | ) |
At 31 December 2023 | - |
DEPRECIATION |
At 1 January 2023 | 26,269 |
Transfer to ownership | (26,269 | ) |
At 31 December 2023 | - |
NET BOOK VALUE |
At 31 December 2023 | - |
At 31 December 2022 | 9,087 |
BARWOOD PROCESS LIMITED (REGISTERED NUMBER: 12508617) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
12. | FIXED ASSET INVESTMENTS |
Company |
Shares in |
group |
undertakings |
£ |
COST |
At 1 January 2023 |
and 31 December 2023 |
NET BOOK VALUE |
At 31 December 2023 |
At 31 December 2022 |
The group or the company's investments at the Balance Sheet date in the share capital of companies include the following: |
Subsidiaries |
Registered office: 5 Polar Drive,North Gatwick Gateway, Salfords, Surrey, England RH1 5HW |
Nature of business: |
% |
Class of shares: | holding |
Registered office: 5 Polar Drive,North Gatwick Gateway, Salfords, Surrey, England RH1 5HW |
Nature of business: |
% |
Class of shares: | holding |
Registered office: 5 Polar Drive,North Gatwick Gateway, Salfords, Surrey, England RH1 5HW |
Nature of business: |
% |
Class of shares: | holding |
Registered office: 5 Polar Drive,North Gatwick Gateway, Salfords, Surrey, England RH1 5HW |
Nature of business: |
% |
Class of shares: | holding |
BARWOOD PROCESS LIMITED (REGISTERED NUMBER: 12508617) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
13. | STOCKS |
Group |
2023 | 2022 |
£ | £ |
Raw materials | 184,383 | 155,720 |
14. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group |
2023 | 2022 |
£ | £ |
Trade debtors | 1,958,734 | 2,653,041 |
Amounts owed by group undertakings | - | 250,000 |
Amounts recoverable on contract | 2,401,531 | 4,260,122 |
Other debtors | 122,737 | 281,029 |
Tax | 99,988 | 16,435 |
Prepayments | 176,076 | 256,192 |
4,759,066 | 7,716,819 |
15. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group |
2023 | 2022 |
£ | £ |
Hire purchase contracts (see note 16) | - | 3,183 |
Trade creditors | 712,635 | 973,040 |
Tax | - | 53,196 |
Social security and other taxes | 178,114 | 145,756 |
VAT | 199,660 | 216,294 |
Other creditors | 166,517 | 125,544 |
Accrued expenses | 788,138 | 1,103,680 |
2,045,064 | 2,620,693 |
16. | LEASING AGREEMENTS |
Minimum lease payments fall due as follows: |
Group |
Hire purchase | contracts |
2023 | 2022 |
£ | £ |
Net obligations repayable: |
Within one year | - | 3,183 |
BARWOOD PROCESS LIMITED (REGISTERED NUMBER: 12508617) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
16. | LEASING AGREEMENTS - continued |
Group |
Non-cancellable | operating leases |
2023 | 2022 |
£ | £ |
Within one year | 755,130 | 102,613 |
Between one and five years | 2,773,338 | 95,238 |
In more than five years | 1,370,292 | - |
4,898,760 | 197,851 |
Of the above operating leases, £4,803,522 (2022: £Nil) relates to the leasing of properties occupied by the company. |
17. | SECURED DEBTS |
The following secured debts are included within creditors: |
Group |
2023 | 2022 |
£ | £ |
Hire purchase contracts | - | 3,183 |
Barclays Bank PLC have a legal charge dated 18 Jun 1997 over the freehold property of the group. |
Barclays Bank PLC hold a fixed charge dated 25 July 2017. |
Barclays Bank PLC hold a fixed charge dated 24 September 2018. |
18. | PROVISIONS FOR LIABILITIES |
Group |
2023 | 2022 |
£ | £ |
Deferred tax | 101,362 | 274,520 |
Group |
Deferred |
tax |
£ |
Balance at 1 January 2023 | 274,520 |
Credit to Statement of Comprehensive Income during year | (173,158 | ) |
Balance at 31 December 2023 | 101,362 |
BARWOOD PROCESS LIMITED (REGISTERED NUMBER: 12508617) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
19. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2023 | 2022 |
value: | £ | £ |
Ordinary | £1 | 11,933 | 11,933 |
20. | RESERVES |
Group |
Retained | Merger | Revaluation |
earnings | relief | reserve | Totals |
£ | £ | £ | £ |
At 1 January 2023 | 2,429,134 | 4,544,352 | 936,531 | 7,910,017 |
Deficit for the year | (570,134 | ) | (570,134 | ) |
Revaluation reserve | - | - | 288,525 | 288,525 |
Transfer | 23,807 | - | (23,807 | ) | - |
At 31 December 2023 | 1,882,807 | 4,544,352 | 1,201,249 | 7,628,408 |
Company |
Retained |
earnings |
£ |
Profit for the year |
At 31 December 2023 |
The retained earnings reserve represents cumulative profits or losses net of dividends paid. |
The merger relief reserve relates to the acquisition of U.K. Gas Technologies Limited and its subsidiaries. |
The revaluation reserve relates to the revaluation of freehold property net of depreciation charged. |
21. | RELATED PARTY DISCLOSURES |
GROUP |
A J Barrett, G E Littlewood and R Smith have an interest in Gas Recovery and Recycle Limited. Sales totalling £1,877,685 (2022: £1,571,533) have been recognised to this company. At the period end, £393,250 (2022: £1,382,033) is included within amounts recoverable on contracts and £90,288 (2022: £232,202) is included within trade debtors. |
COMPANY |
The company has taken advantage of exemption, under the terms of FRS 102, not to disclose related party transactions with wholly owned subsidiaries within the group. |
BARWOOD PROCESS LIMITED (REGISTERED NUMBER: 12508617) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
22. | PARENT COMPANY |
ESI Process U.K. Limited is the parent undertaking of Barwood Process Limited. |
The registered office of the parent undertaking is Lakeside House, Lakeside Park, Llantarnam Industrial Park, Cwmbran, Gwent, NP44 3XS. |
23. | ULTIMATE PARENT COMPANY |
Indutrade AB, a company incorporated and registered in Sweden, is the ultimate parent undertaking. |
The smallest and largest group for which group financial statements are prepared is Indutrade AB. Copies of the financial statements can be obtained from Indutrade AB's website, or alternatively, by contacting the company secretary at Indutrade AB, Raseborgsgaten 9, Box 6044, SE-164 06, Kista, Sweden. |