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REGISTERED NUMBER: 08636576 (England and Wales)















Group Strategic Report, Report of the Directors and

Audited Consolidated Financial Statements for the Year Ended 31 December 2023

for

CLD Group Holdings Limited

CLD Group Holdings Limited (Registered number: 08636576)






Contents of the Consolidated Financial Statements
for the Year Ended 31 December 2023




Page

Group Strategic Report 1

Report of the Directors 2

Report of the Independent Auditors 4

Consolidated Statement of Comprehensive Income 7

Consolidated Balance Sheet 8

Company Balance Sheet 9

Consolidated Statement of Changes in Equity 10

Company Statement of Changes in Equity 11

Consolidated Cash Flow Statement 12

Notes to the Consolidated Cash Flow Statement 13

Notes to the Consolidated Financial Statements 14


CLD Group Holdings Limited (Registered number: 08636576)

Group Strategic Report
for the Year Ended 31 December 2023

The directors present their strategic report of the company and the group for the year ended 31 December 2023.

REVIEW OF BUSINESS
The directors are delighted to report a successful year for the group. The group has generated £28,339,576 (2022: £33,599,338) of turnover due to excellent products and customer service.

The group has generated £4,647,053 (2022: £7,156,900) of profits before tax to give satisfactory results. At the period end the group had shareholders funds of £14,901,805 (2022: £13,444,848) including distributable profits of £14,900,990 (2022: £13,444,033). The directors therefore believe the group's position to be satisfactory, especially as the group's current assets exceed its current liabilities by £12,666,299 (2022: £11,807,519).

The directors believe that there is a strong foundation to build the business further and improve on the current year's results.

During the year the group, invested substantially in developing new products and further markets. The investments include the post year end purchase of Cova Security Gates Limited (which has enhanced the range of products and services that we can offer to our customers), as well as the successful start of a trading entity in the US, CLD Physical Security Systems Incorporated. The directors expect these investments to realise a substantial improvement in 2024 compared to the 2023 result, for both Sales and Profits of the various parts of the CLD Group.

PRINCIPAL RISKS AND UNCERTAINTIES
The directors have assessed the main risks facing the group as being increased competition from other national companies, where these companies are able to sell similar products to those offered by the group at competitive prices, which could lead to decreasing margins.

The directors believe that the quality of our products and ongoing contingent arrangements will help mitigate these risks and hope to see satisfactory trading results in the coming year.

ON BEHALF OF THE BOARD:





Mr A J Wells - Director


25 September 2024

CLD Group Holdings Limited (Registered number: 08636576)

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.

PRINCIPAL ACTIVITY
The principal activity of the group in the year under review was that of fencing supplies.

DIVIDENDS
The total distribution of dividends for the year ended 31 December 2023 will be £2,239,837

EVENTS SINCE THE END OF THE YEAR
Information relating to events since the end of the year is given in the notes to the financial statements.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 January 2023 to the date of this report.

Mr A J Wells
Mr N B Wells
Mr R C Wells
Mr V B Wells

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.

CLD Group Holdings Limited (Registered number: 08636576)

Report of the Directors
for the Year Ended 31 December 2023


AUDITORS
Drummond Laurie CA are deemed to be reappointed under section 487(2) of the Companies Act 2006.

ON BEHALF OF THE BOARD:



Mr A J Wells - Director


25 September 2024

Report of the Independent Auditors to the Members of
CLD Group Holdings Limited

Opinion
We have audited the financial statements of CLD Group Holdings 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, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, 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 profit 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.

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.

Report of the Independent Auditors to the Members of
CLD Group Holdings Limited


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 two, 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.

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.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities outlined above to detect material misstatements in respect of irregularities, including fraud.

Based on our understanding of the group, we identified that the principal risks of non-compliance with laws and regulations related to fraudulent manipulation of the financial statements, including the risk of override of controls, to reduce profits and tax liabilities. We determined that the most likely method of manipulation would be the posting of inappropriate journal entries. Audit procedures performed by the audit engagement team consisted of a review of large and unusual journal entries, challenging assumptions and judgements made by management in significant accounting estimates, discussions with management related to known or suspected instances of non-compliance with laws and regulations, review of Board minutes where available, and an evaluation of management controls designed to prevent and detect irregularities.

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations or through 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
CLD Group Holdings 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.




Craig Clinton (Senior Statutory Auditor)
for and on behalf of Drummond Laurie CA
Statutory Auditor
Unit 5
Gateway Business Park
Beancross Road
Grangemouth
FK3 8WX

25 September 2024

CLD Group Holdings Limited (Registered number: 08636576)

Consolidated Statement of Comprehensive Income
for the Year Ended 31 December 2023

31.12.23 31.12.22
Notes £    £   

TURNOVER 3 28,339,576 33,599,338

Cost of sales (17,765,294 ) (21,297,989 )
GROSS PROFIT 10,574,282 12,301,349

Administrative expenses (6,077,212 ) (5,187,029 )
4,497,070 7,114,320

Other operating income 100,000 -
GROUP OPERATING PROFIT 5 4,597,070 7,114,320

Share of operating profit in
Associates 23,126 47,823

Interest receivable and similar income 60,892 17,044
4,681,088 7,179,187

Interest payable and similar expenses 6 (34,035 ) (22,287 )
PROFIT BEFORE TAXATION 4,647,053 7,156,900

Tax on profit 7 (950,259 ) (1,158,066 )
PROFIT FOR THE FINANCIAL YEAR 3,696,794 5,998,834

OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

3,696,794

5,998,834

Profit attributable to:
Owners of the parent 3,696,794 5,998,834

Total comprehensive income attributable to:
Owners of the parent 3,696,794 5,998,834

CLD Group Holdings Limited (Registered number: 08636576)

Consolidated Balance Sheet
31 December 2023

31.12.23 31.12.22
Notes £    £   
FIXED ASSETS
Tangible assets 10 2,252,168 2,029,096
Investments 11
Interest in associate 257,707 234,581
Investment property 12 - -
2,509,875 2,263,677

CURRENT ASSETS
Stocks 13 4,435,591 5,215,045
Debtors 14 7,136,739 5,964,903
Cash at bank 4,889,769 5,746,162
16,462,099 16,926,110
CREDITORS
Amounts falling due within one year 15 (3,795,800 ) (5,118,591 )
NET CURRENT ASSETS 12,666,299 11,807,519
TOTAL ASSETS LESS CURRENT
LIABILITIES

15,176,174

14,071,196

CREDITORS
Amounts falling due after more than one
year

16

-

(403,498

)

PROVISIONS FOR LIABILITIES 20 (274,369 ) (222,850 )
NET ASSETS 14,901,805 13,444,848

CAPITAL AND RESERVES
Called up share capital 21 815 815
Retained earnings 22 14,900,990 13,444,033
SHAREHOLDERS' FUNDS 14,901,805 13,444,848

The financial statements were approved by the Board of Directors and authorised for issue on 25 September 2024 and were signed on its behalf by:





Mr A J Wells - Director


CLD Group Holdings Limited (Registered number: 08636576)

Company Balance Sheet
31 December 2023

31.12.23 31.12.22
Notes £    £   
FIXED ASSETS
Tangible assets 10 - -
Investments 11 257,807 234,681
Investment property 12 906,953 906,953
1,164,760 1,141,634

CURRENT ASSETS
Debtors 14 4,177,131 5,385,226
Cash at bank 139,659 237,928
4,316,790 5,623,154
CREDITORS
Amounts falling due within one year 15 (1,557,239 ) (1,660,793 )
NET CURRENT ASSETS 2,759,551 3,962,361
TOTAL ASSETS LESS CURRENT
LIABILITIES

3,924,311

5,103,995

CREDITORS
Amounts falling due after more than one
year

16

-

(367,009

)
NET ASSETS 3,924,311 4,736,986

CAPITAL AND RESERVES
Called up share capital 21 815 815
Retained earnings 22 3,923,496 4,736,171
SHAREHOLDERS' FUNDS 3,924,311 4,736,986

Company's profit for the financial year 1,427,162 2,035,852

The financial statements were approved by the Board of Directors and authorised for issue on 25 September 2024 and were signed on its behalf by:





Mr A J Wells - Director


CLD Group Holdings Limited (Registered number: 08636576)

Consolidated 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 815 8,180,250 8,181,065

Changes in equity
Dividends - (735,051 ) (735,051 )
Total comprehensive income - 5,998,834 5,998,834
Balance at 31 December 2022 815 13,444,033 13,444,848

Changes in equity
Dividends - (2,239,837 ) (2,239,837 )
Total comprehensive income - 3,696,794 3,696,794
Balance at 31 December 2023 815 14,900,990 14,901,805

CLD Group Holdings Limited (Registered number: 08636576)

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 815 3,435,370 3,436,185

Changes in equity
Dividends - (735,051 ) (735,051 )
Total comprehensive income - 2,035,852 2,035,852
Balance at 31 December 2022 815 4,736,171 4,736,986

Changes in equity
Dividends - (2,239,837 ) (2,239,837 )
Total comprehensive income - 1,427,162 1,427,162
Balance at 31 December 2023 815 3,923,496 3,924,311

CLD Group Holdings Limited (Registered number: 08636576)

Consolidated Cash Flow Statement
for the Year Ended 31 December 2023

31.12.23 31.12.22
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 3,948,800 7,607,119
Interest paid (24,757 ) (13,283 )
Interest element of hire purchase payments
paid

(9,278

)

(9,004

)
Tax paid (1,270,000 ) (1,429,831 )
Net cash from operating activities 2,644,765 6,155,001

Cash flows from investing activities
Purchase of tangible fixed assets (953,982 ) (1,317,610 )
Sale of tangible fixed assets 468,234 330,348
Interest received 60,892 17,044
Net cash from investing activities (424,856 ) (970,218 )

Cash flows from financing activities
Loan repayments in year (32,299 ) (32,093 )
Capital repayments in year (39,562 ) (49,244 )
Amount withdrawn by directors (764,604 ) (715,963 )
Equity dividends paid (2,239,837 ) (735,051 )
Net cash from financing activities (3,076,302 ) (1,532,351 )

(Decrease)/increase in cash and cash equivalents (856,393 ) 3,652,432
Cash and cash equivalents at beginning of
year

2

5,746,162

2,093,730

Cash and cash equivalents at end of year 2 4,889,769 5,746,162

CLD Group Holdings Limited (Registered number: 08636576)

Notes to the Consolidated Cash Flow Statement
for the Year Ended 31 December 2023

1. RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM
OPERATIONS
31.12.23 31.12.22
£    £   
Profit before taxation 4,647,053 7,156,900
Depreciation charges 646,219 511,342
Profit on disposal of fixed assets (383,543 ) (186,185 )
Share of profits of associate (23,126 ) (47,823 )
Finance costs 34,035 22,287
Finance income (60,892 ) (17,044 )
4,859,746 7,439,477
Decrease in stocks 779,454 217,148
(Increase)/decrease in trade and other debtors (502,045 ) 1,276,838
Decrease in trade and other creditors (1,188,355 ) (1,326,344 )
Cash generated from operations 3,948,800 7,607,119

2. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2023
31.12.23 1.1.23
£    £   
Cash and cash equivalents 4,889,769 5,746,162
Year ended 31 December 2022
31.12.22 1.1.22
£    £   
Cash and cash equivalents 5,746,162 2,093,730


3. ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.23 Cash flow At 31.12.23
£    £    £   
Net cash
Cash at bank 5,746,162 (856,393 ) 4,889,769
5,746,162 (856,393 ) 4,889,769
Debt
Finance leases (76,150 ) 39,562 (36,588 )
Debts falling due within 1 year (32,764 ) (334,710 ) (367,474 )
Debts falling due after 1 year (367,009 ) 367,009 -
(475,923 ) 71,861 (404,062 )
Total 5,270,239 (784,532 ) 4,485,707

CLD Group Holdings Limited (Registered number: 08636576)

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

1. STATUTORY INFORMATION

CLD Group Holdings Limited is a private company, limited by shares, domiciled in England, registration number 08636576. The registered office is Unit 11, Springvale Business Centre, Millbuck Way, Sandbach, CW11 3HY.

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Basis of consolidation
The consolidated financial statements incorporate the financial statements of the company and all group undertakings. These are adjusted, where appropriate, to conform to group accounting policies. Acquisitions are accounted for under the acquisition method and goodwill on consolidation is capitalised and written off over five years from the year of acquisition. The results of companies acquired or disposed of are included in the profit and loss account after or up to the date that control passes respectively. As a consolidated profit and loss account is published, a separate profit and loss account for the parent company is omitted from the group financial statements by virtue of section 408 of the Companies Act 2006.

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 represents net invoiced sales of goods and services in respect of fencing supplies, excluding value added tax. Sales are recognised at the point at which the goods are delivered or the service is complete.

Tangible fixed assets and depreciation
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life or, if held under a finance lease, over the lease term, whichever is the shorter.
Freehold property - 15% on reducing balance and 2% on cost
Short leasehold - 20% on cost
Hire stock - 50% on cost
Plant and machinery - 15% on reducing balance
Fixtures and fittings - 33% on cost
Motor vehicles - 25% on reducing balance
Computer equipment - 20% on cost

Tangible fixed assets are stated at cost less depreciation. Cost represent purchase price together with any incidental costs of acquisition.

The directors have considered the residual value of all tangible fixed assets to be immaterial and therefore all tangible fixed assets are depreciated to nil value.

Investments in associates
Investments in associates are recognised at cost. The carrying amount is adjusted to recognise impairment, distributions or the share of the profit or loss after the date of acquisition.

Stocks
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. Cost is represented by purchase price.


CLD Group Holdings Limited (Registered number: 08636576)

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.

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.

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.

Provisions
Provisions are recognised when the company has a legal or constructive obligation as a result of a past event, it is probable that an outflow of resources will be required to settle the obligation, and the amount has been reliably estimated. Provisions are not recognised for future operating losses. Provisions are discounted where the time value of money is material.

Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the same class of obligations may be small.

Cash and cash equivalents
Cash and cash equivalents include cash at bank and in hand and highly liquid interest-bearing securities with maturities of three months or less. In the cash-flow statement, cash and cash equivalents are shown net of bank overdrafts, which are included as current borrowings in liabilities on the balance sheet.

CLD Group Holdings Limited (Registered number: 08636576)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2023

3. TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the group.

An analysis of turnover by geographical market is given below:

31.12.23 31.12.22
£    £   
United Kingdom 24,480,671 30,188,886
Europe 549,407 2,458,682
United States of America 3,309,498 951,770
28,339,576 33,599,338

4. EMPLOYEES AND DIRECTORS
31.12.23 31.12.22
£    £   
Wages and salaries 3,664,147 3,293,660
Social security costs 395,728 334,845
Other pension costs 249,684 48,969
4,309,559 3,677,474

The average number of employees during the year was as follows:
31.12.23 31.12.22

Employees 80 71

The average number of employees by undertakings that were proportionately consolidated during the year was 80 (2022 - 71 ) .

31.12.23 31.12.22
£    £   
Directors' remuneration 37,710 39,504
Directors' pension contributions to money purchase schemes 80,000 -

5. OPERATING PROFIT

The operating profit is stated after charging/(crediting):

31.12.23 31.12.22
£    £   
Depreciation - owned assets 609,382 468,308
Depreciation - assets on hire purchase contracts 36,837 43,036
Profit on disposal of fixed assets (383,543 ) (186,185 )
Auditors' remuneration 15,000 14,855
Foreign exchange differences (615 ) -

CLD Group Holdings Limited (Registered number: 08636576)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2023

6. INTEREST PAYABLE AND SIMILAR EXPENSES
31.12.23 31.12.22
£    £   
Bank loan interest 24,757 13,283
Hire purchase 9,278 9,004
34,035 22,287

7. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
31.12.23 31.12.22
£    £   
Current tax:
UK corporation tax 898,740 1,221,440
Corporation tax underprovision - (247,524 )
Total current tax 898,740 973,916

Deferred tax 51,519 184,150
Tax on profit 950,259 1,158,066

Reconciliation of total tax 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:

31.12.23 31.12.22
£    £   
Profit before tax 4,647,053 7,156,900
Profit multiplied by the standard rate of corporation tax in the UK of
23.521 % (2022 - 19 %)

1,093,033

1,359,811

Effects of:
Expenses not deductible for tax purposes 7,388 8,321
Income not taxable for tax purposes (90,213 ) (44,462 )
Capital allowances in excess of depreciation (2,140 ) (138,177 )
Deferred tax 51,519 184,150
Over/under provision - (247,524 )
Capital gains 52,886 35,947
Foreign losses not utilised 5,521 -
Patent box relief (167,735 ) -
Total tax charge 950,259 1,158,066

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.


CLD Group Holdings Limited (Registered number: 08636576)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2023

9. DIVIDENDS
31.12.23 31.12.22
£    £   
Ordinary shares of £1 each
Final 2,239,837 735,051

10. TANGIBLE FIXED ASSETS

Group
Freehold Short Hire Plant and
property leasehold stock machinery
£    £    £    £   
COST
At 1 January 2023 1,401,249 - 793,694 335,025
Additions 61,760 35,899 340,793 54,619
Disposals - - (195,987 ) (5,527 )
At 31 December 2023 1,463,009 35,899 938,500 384,117
DEPRECIATION
At 1 January 2023 305,146 - 273,450 70,418
Charge for year 148,648 (34,375 ) 415,109 46,190
Eliminated on disposal - - (137,474 ) (2,853 )
At 31 December 2023 453,794 (34,375 ) 551,085 113,755
NET BOOK VALUE
At 31 December 2023 1,009,215 70,274 387,415 270,362
At 31 December 2022 1,096,103 - 520,244 264,607

Fixtures
and Motor Computer
fittings vehicles equipment Totals
£    £    £    £   
COST
At 1 January 2023 94,222 122,149 - 2,746,339
Additions 43,294 167,505 250,112 953,982
Disposals - (62,278 ) - (263,792 )
At 31 December 2023 137,516 227,376 250,112 3,436,529
DEPRECIATION
At 1 January 2023 26,469 41,760 - 717,243
Charge for year 32,479 38,168 - 646,219
Eliminated on disposal - (38,774 ) - (179,101 )
At 31 December 2023 58,948 41,154 - 1,184,361
NET BOOK VALUE
At 31 December 2023 78,568 186,222 250,112 2,252,168
At 31 December 2022 67,753 80,389 - 2,029,096

CLD Group Holdings Limited (Registered number: 08636576)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2023

10. TANGIBLE FIXED ASSETS - continued

Group

Fixed assets, included in the above, which are held under hire purchase contracts are as follows:
Freehold Plant and
property machinery Totals
£    £    £   
COST
At 1 January 2023
and 31 December 2023 171,876 28,994 200,870
DEPRECIATION
At 1 January 2023 103,126 12,578 115,704
Charge for year 34,375 2,462 36,837
At 31 December 2023 137,501 15,040 152,541
NET BOOK VALUE
At 31 December 2023 34,375 13,954 48,329
At 31 December 2022 68,750 16,416 85,166

11. FIXED ASSET INVESTMENTS

Group
Interest
in
associate
£   
COST
At 1 January 2023 234,581
Share of profit/(loss) 23,126
At 31 December 2023 257,707
NET BOOK VALUE
At 31 December 2023 257,707
At 31 December 2022 234,581
Company
Shares in Interest
group in
undertakings associate Totals
£    £    £   
COST
At 1 January 2023 100 234,581 234,681
Share of profit/(loss) - 23,126 23,126
At 31 December 2023 100 257,707 257,807
NET BOOK VALUE
At 31 December 2023 100 257,707 257,807
At 31 December 2022 100 234,581 234,681

CLD Group Holdings Limited (Registered number: 08636576)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2023

11. FIXED ASSET INVESTMENTS - continued

The group or the company's investments at the Balance Sheet date in the share capital of companies include the following:

Subsidiaries

CLD Fencing Systems Limited
Registered office: Unit 11 Springvale Business Centre, Millbuck Way, Sandbach, Cheshire, CW11 3HY
Nature of business: Fencing supplies
%
Class of shares: holding
Ordinary 100.00

CLD Physical Security Systems Inc
Registered office: 7484 Candlewood Rd Ste R, Hanover, MD, 21044
Nature of business: Fencing supplies
%
Class of shares: holding
Ordinary 100.00

Associated company

Kite Group Limited
Registered office: 19 Bankhead Drive, Sighthill Industrial Estate, Edinburgh, Scotland, EH11 4DW
Nature of business: Access equipment
%
Class of shares: holding
Ordinary 32.80


12. INVESTMENT PROPERTY
Company
Total
£   
FAIR VALUE
At 1 January 2023
and 31 December 2023 906,953
NET BOOK VALUE
At 31 December 2023 906,953
At 31 December 2022 906,953

13. STOCKS

Group
31.12.23 31.12.22
£    £   
Finished goods 4,435,591 5,215,045

CLD Group Holdings Limited (Registered number: 08636576)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2023

14. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
31.12.23 31.12.22 31.12.23 31.12.22
£    £    £    £   
Trade debtors 6,108,303 5,517,864 - -
Amounts owed by group undertakings - - 3,446,069 5,361,308
Amounts owed by related parties 58,936 81,008 39,199 23,918
Other debtors 35,166 45,321 - -
Directors' current accounts 691,863 - 691,863 -
Prepayments and accrued income 242,471 320,710 - -
7,136,739 5,964,903 4,177,131 5,385,226

15. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
31.12.23 31.12.22 31.12.23 31.12.22
£    £    £    £   
Bank loans and overdrafts (see note 17) 367,474 32,764 367,474 32,764
Hire purchase contracts (see note 18) 36,588 39,661 - -
Trade creditors 1,617,983 2,129,800 - -
Amounts owed to related parties 304,962 662,737 285,611 662,737
Tax (120,068 ) 251,192 - -
Social security and other taxes 128,696 99,502 - -
VAT 154,889 411,892 - -
Other creditors 11,602 - 11,602 -
Directors' current accounts 892,552 965,292 892,552 965,292
Accruals and deferred income 401,122 525,751 - -
3,795,800 5,118,591 1,557,239 1,660,793

16. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE
YEAR

Group Company
31.12.23 31.12.22 31.12.23 31.12.22
£    £    £    £   
Bank loans (see note 17) - 367,009 - 367,009
Hire purchase contracts (see note 18) - 36,489 - -
- 403,498 - 367,009

CLD Group Holdings Limited (Registered number: 08636576)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2023

17. LOANS

An analysis of the maturity of loans is given below:

Group Company
31.12.23 31.12.22 31.12.23 31.12.22
£    £    £    £   
Amounts falling due within one year or on demand:
Bank loans 367,474 32,764 367,474 32,764
Amounts falling due between one and two years:
Bank loans - 1-2 years - 367,009 - 367,009

In September 2019, a £500,000 bank loan was drawn down from National Westminster Bank PLC. The bank loan is repayable over 5 years with the final repayment date being September 2024.

18. LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Group
Hire purchase contracts
31.12.23 31.12.22
£    £   
Net obligations repayable:
Within one year 36,588 39,661
Between one and five years - 36,489
36,588 76,150

Group
Non-cancellable operating leases
31.12.23 31.12.22
£    £   
Within one year 250,000 250,000
Between one and five years 1,000,000 1,000,000
In more than five years 354,167 604,167
1,604,167 1,854,167

CLD Group Holdings Limited (Registered number: 08636576)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2023

19. SECURED DEBTS

The following secured debts are included within creditors:

Group Company
31.12.23 31.12.22 31.12.23 31.12.22
£    £    £    £   
Bank loans 367,474 399,773 367,474 399,773
Hire purchase contracts 36,588 76,150 - -
404,062 475,923 367,474 399,773

In respect of the bank loan, National Westminster Bank PLC holds a standard security over the property owned by CLD Group Holdings Limited.

Hire purchase contracts are secured on the assets to which they relate.

20. PROVISIONS FOR LIABILITIES

Group
31.12.23 31.12.22
£    £   
Deferred tax 274,369 222,850

Group
Deferred
tax
£   
Balance at 1 January 2023 222,850
Provided during year 51,519
Balance at 31 December 2023 274,369

21. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 31.12.23 31.12.22
value: £    £   
160 Ordinary £1 760 760
40 S1-S3 £1 40 40
15 W1-W15 £1 15 15
815 815

CLD Group Holdings Limited (Registered number: 08636576)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2023

22. RESERVES

Group
Retained
earnings
£   

At 1 January 2023 13,444,033
Profit for the year 3,696,794
Dividends (2,239,837 )
At 31 December 2023 14,900,990

Company
Retained
earnings
£   

At 1 January 2023 4,736,171
Profit for the year 1,427,162
Dividends (2,239,837 )
At 31 December 2023 3,923,496


23. DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

The following advances and credits to a director subsisted during the years ended 31 December 2023 and 31 December 2022:

31.12.23 31.12.22
£    £   
Mr N B Wells
Balance outstanding at start of year - -
Amounts advanced 691,863 -
Amounts repaid - -
Amounts written off - -
Amounts waived - -
Balance outstanding at end of year 691,863 -

24. RELATED PARTY DISCLOSURES

Other related parties
31.12.23 31.12.22
£    £   
Amount due from related party 58,936 81,008
Amount due to related party 304,962 662,737

25. POST BALANCE SHEET EVENTS

On 21st June 2024, CLD Group Holdings Limited purchased the entire share capital of Cova Security Gates Limited.

CLD Group Holdings Limited (Registered number: 08636576)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2023

26. ULTIMATE CONTROLLING PARTY

The group is under the ultimate control of the Board of Directors.