Company registration number 00241316 (England and Wales)
VICTOR PRODUCTS HOLDINGS LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
VICTOR PRODUCTS HOLDINGS LTD
CONTENTS
Page
Strategic report
1
Directors' report
2 - 3
Directors' responsibilities statement
4
Independent auditor's report
5 - 7
Income statement
8
Statement of comprehensive income
9
Statement of financial position
10
Statement of changes in equity
11
Notes to the financial statements
12 - 18
VICTOR PRODUCTS HOLDINGS LTD
COMPANY INFORMATION
Directors
J L Sherman
D Bonina
Company number
00241316
Registered office
Unit 3A
Tyne Dock East Side
Port of Tyne
South Shields
Tyne & Wear
NE33 5SQ
Auditor
Azets Audit Services
Bulman House
Regent Centre
Gosforth
Newcastle upon Tyne
NE3 3LS
Solicitors
Weightmans
1 St James Gate
Newcastle Upon Tyne
Tyne And Wear
United Kingdom
NE1 4AD
VICTOR PRODUCTS HOLDINGS LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -

The directors present the strategic report for the year ended 31 December 2023.

Fair review of the business

As a result of the transfer of the manufacturing trade in 2008, Victor Products Holdings Ltd, a company limited by shares and incorporated in England and Wales, will continue to be a holding company for the foreseeable future.

Principal risks and uncertainties

Legislative risk - In the UK, Africa and Europe, hazardous equipment must be manufactured to worldwide standards. These standards are subject to continuous revision and any new directive may have a material impact on the company's profit margins through additional compliance costs.

 

Victor Products Ltd and Victor Industrial Equipment (pty) Ltd review product certification as and when required by the country in which the product is sold.

 

Competitive risk - The markets in which its subsidiaries operate are highly competitive. The intensity of this competition can result in price discounting and margin pressures throughout the industry and can adversely affect the subsidiaries' ability to increase or maintain prices for products. In addition, certain competitors may have lower overall labour or material costs.

 

The subsidiaries continually review profit margins by customer and product and will adjust prices if appropriate.

 

Operational risk - Victor Products Ltd and Victor Industrial Equipment (pty) Ltd purchase raw materials and component parts from suppliers to be used in the manufacturing of products. Changes in relationships with suppliers or increases in the costs of purchased raw materials, component parts or finished goods could result in manufacturing interruptions, delays inefficiencies or the subsidiaries' inability to market products.

 

In addition, profit margins would decrease if prices of purchased raw materials, component parts or finished goods increase and the company was unable to pass on those increases to customers.

 

The subsidiaries work with suppliers in maintaining competitive raw material and finished goods prices, continuity of supply and quality of products received.

Key performance indicators

As the principal activity of the company is a holding company, management deem that there are no key performance indicators.

Approved and authorised for issue by the Board on behalf of the board

D Bonina
Director
30 September 2024
VICTOR PRODUCTS HOLDINGS LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -

The directors present their annual report and financial statements for the year ended 31 December 2023.

Principal activities

The principal activity of the company continued to be that of a holding company.

Results and dividends

The results for the year are set out on page 8.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

No preference dividends were paid.

Directors

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

J L Sherman
D Bonina
Qualifying third party indemnity provisions

The company has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.

Financial instruments
Treasury management policy

The subsidiaries' principal financial instruments comprise of cash and cash equivalents. Other financial assets and liabilities, such as trade debtors, trade creditors and group balances, arise directly from the company's and subsidiaries operating activities. The main risks associated with the company's financial assets and liabilities are set out below.

 

Given that the majority of the risks below derive from transactions with other group companies, the company does not undertake any hedging activity locally. Significant financial risks from a group perspective are addressed on a case-by-case basis at group level.

Liquidity risk

The subsidiaries aim to mitigate liquidity risk by managing cash generated by its operations. Capital expenditure is approved at a group level. Flexibility is maintained by retaining surplus cash in readily accessible bank deposit accounts.

Interest rate risk

Victor Products Ltd and Victor Industrial Equipment (Pty) Ltd invest surplus cash in a floating rate interest yielding bank deposit account. Interest is charged at a variable rate on group borrowings. Therefore financial assets, liabilities, interest income and interest charges and cash flows can be affected by movements in interest rates.

VICTOR PRODUCTS HOLDINGS LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -
Foreign currency risk

Sales by the subsidiaries are denominated in local currencies (Sterling, Rand and US Dollars). Purchases of goods in foreign currencies are now immaterial. Therefore no hedging activity is undertaken locally to mitigate this risk.

Credit risk

The risk of financial loss due to counterparty's failure to honour its obligations arises principally in relation to transactions where the company provides goods and services on deferred terms. Policies are aimed at minimising such losses, and require that deferred terms are granted only to customers who demonstrate an appropriate payment history and satisfy creditworthiness procedures. Individual exposures are monitored with customers subject to credit limits to ensure that the company's and subsidiaries' exposure to bad debts is not significant. Goods may be sold on a cash-with-order basis to mitigate credit risk.

Future developments

The directors do not expect that group trading will change significantly in the short term but believe the company is well placed to take advantage of new opportunities in emerging markets where energy consumption is expected to grow.

Auditor

In accordance with the company's articles, a resolution proposing that Azets Audit Services be reappointed as auditor of the company will be put at a General Meeting.

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 company’s auditor 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 company’s auditor is aware of that information.

On behalf of the board
D Bonina
Director
30 September 2024
VICTOR PRODUCTS HOLDINGS LTD
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 4 -

The directors are responsible for preparing the annual report 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 of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and 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 hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

VICTOR PRODUCTS HOLDINGS LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF VICTOR PRODUCTS HOLDINGS LTD
- 5 -
Opinion

We have audited the financial statements of Victor Products Holdings Ltd (the 'company') for the year ended 31 December 2023 which comprise the income statement, the statement of comprehensive income, the statement of financial position, the statement of changes in equity 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 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 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 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 other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual 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:

VICTOR PRODUCTS HOLDINGS LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF VICTOR PRODUCTS HOLDINGS LTD
- 6 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

 

 

In preparing the financial statements, the directors are responsible for assessing the 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 company or to cease operations, or have 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.

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.

VICTOR PRODUCTS HOLDINGS LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF VICTOR PRODUCTS HOLDINGS LTD
- 7 -

Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.

 

We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework.  Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.  This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.

 

We identified the following applicable laws and regulations as those most likely to have a material impact on the financial statements: Health and Safety; employment law (including the Working Time Directive); and compliance with the UK Companies Act.

 

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

 

 

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation.  This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance.  The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

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.

Brian Laidlaw BA CA
Senior Statutory Auditor
For and on behalf of Azets Audit Services
1 October 2024
Chartered Accountants
Statutory Auditor
Bulman House
Regent Centre
Gosforth
Newcastle upon Tyne
NE3 3LS
VICTOR PRODUCTS HOLDINGS LTD
INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 8 -
2023
2022
Notes
£
£
Administrative expenses
(470)
(909)
Amounts written off investments
-
(317,330)
Loss before taxation
(470)
(318,239)
Tax on loss
5
-
0
-
0
Loss for the financial year
(470)
(318,239)

The income statement has been prepared on the basis that all operations are continuing operations.

VICTOR PRODUCTS HOLDINGS LTD
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
- 9 -
2023
2022
£
£
Loss for the year
(470)
(318,239)
Other comprehensive income
-
-
Total comprehensive income for the year
(470)
(318,239)
VICTOR PRODUCTS HOLDINGS LTD
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2023
31 December 2023
- 10 -
2023
2022
Notes
£
£
£
£
Fixed assets
Investments
7
1,543,282
1,543,282
Current assets
Debtors
9
603,858
603,858
Cash at bank and in hand
-
0
473
603,858
604,331
Creditors: amounts falling due within one year
10
(16,348)
(16,351)
Net current assets
587,510
587,980
Net assets
2,130,792
2,131,262
Capital and reserves
Called up share capital
11
2,681,709
2,681,709
Share premium account
12
20,674
20,674
Profit and loss reserves
13
(571,591)
(571,121)
Total equity
2,130,792
2,131,262
The financial statements were approved by the board of directors and authorised for issue on 30 September 2024 and are signed on its behalf by:
D Bonina
Director
Company Registration No. 00241316
VICTOR PRODUCTS HOLDINGS LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 11 -
Share capital
Share premium account
Profit and loss reserves
Total
£
£
£
£
Balance at 1 January 2022
2,681,709
20,674
(252,882)
2,449,501
Year ended 31 December 2022:
Loss and total comprehensive income for the year
-
-
(318,239)
(318,239)
Balance at 31 December 2022
2,681,709
20,674
(571,121)
2,131,262
Year ended 31 December 2023:
Loss and total comprehensive income for the year
-
-
(470)
(470)
Balance at 31 December 2023
2,681,709
20,674
(571,591)
2,130,792
VICTOR PRODUCTS HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 12 -
1
Accounting policies
Company information

Victor Products Holdings Ltd is a private company limited by shares incorporated in England and Wales. The registered office is Unit 3A, Tyne Dock East Side, Port of Tyne, South Shields, Tyne & Wear, NE33 5SQ.

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 principal accounting policies adopted are set out below.

This 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:

 

The company has taken advantage of the exemption under section 401 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

 

Victor Products Holdings Ltd is a wholly owned subsidiary of Federal Signal Corporation and the results of Victor Products Holdings Ltd are included in the consolidated financial statements of Federal Signal Corporation which are available from 1333 Butterfield Road, Suite 500, Downers Grove, Illinois 60515.

1.2
Going concern

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

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

VICTOR PRODUCTS HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 13 -
1.4
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.

1.5
Financial instruments

The company 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 company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with 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.

Investments

Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.

 

Interest income on debt securities, where applicable, is recognised in income using the effective: interest method. Dividends on equity securities are recognised in income when receivable.

Trade debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

 

Trade debtors are recognised initially at the transaction price. They are subsequently measured, at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.

VICTOR PRODUCTS HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 14 -
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 company 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 company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares 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.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

 

Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

VICTOR PRODUCTS HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 15 -
1.6
Equity instruments

Equity instruments issued by the company 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 company.

2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are 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.

Assessing indicators of impairment

In assessing whether there have been indicators of impairment of assets, the directors have considered both external and internal sources of information such as market conditions, counterparty credit ratings and experience of recoverability.

Key sources of estimation uncertainty

Accounting estimates and assumptions are made concerning the future and by their nature, will rarely equal the related actual outcome. The key assumptions and other sources of estimation uncertainty that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are as follows:

Impairment of investments

The company reviews investment in subsidiaries for impairment, if there are any indications that the carrying values may not be recoverable or may have increased as a result of a favourable change in economic assumptions. The carrying value of the investment is compared to the recoverable amount of the subsidiary and where a deficiency exists, an impairment charge is considered by management. The recoverable amount has been calculated using the net assets of the subsidiary companies.

3
Auditor's remuneration

Audit expenses of £3,800 (2022 - £3,500) as well as other fees payable to the auditor of £750 (2022 - £750) were borne by Victor Products Ltd, a subsidiary undertaking.

VICTOR PRODUCTS HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 16 -
4
Employees

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

2023
2022
Number
Number
Administration and support
2
2
5
Taxation

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

2023
2022
£
£
Loss before taxation
(470)
(318,239)
Expected tax credit based on the standard rate of corporation tax in the UK of 23.52% (2022: 19.00%)
(111)
(60,465)
Tax effect of expenses that are not deductible in determining taxable profit
111
60,292
Deferred tax adjustments in respect of prior years
-
0
173
Taxation charge for the year
-
-
6
Impairments

The impairment charge in the prior year relates to the write down of the company's investment in Victor Products Ltd to the value of the underlying assets of that company.

2023
2022
Notes
£
£
In respect of:
Fixed asset investments
7
-
317,330
Recognised in:
Amounts written off investments
-
317,330
7
Fixed asset investments
2023
2022
Notes
£
£
Investments in subsidiaries
8
1,543,282
1,543,282
VICTOR PRODUCTS HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
7
Fixed asset investments
(Continued)
- 17 -
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 1 January 2023 & 31 December 2023
3,877,705
Impairment
At 1 January 2023 & 31 December 2023
2,334,423
Carrying amount
At 31 December 2023
1,543,282
At 31 December 2022
1,543,282
8
Subsidiaries

Details of the investments (including principal place of business of unincorporated entities) at 31 December 2023, in which the company holds 20% or more of the nominal value of any class of share capital are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Victor Products Ltd
Unit 3A, Tyne Dock East Side, Port of Tyne, South Shields, Tyne and Wear, NE33 5SQ, England & Wales
Ordinary
100.00
-
Victor Products USA Incorporated
PO Box 1980, Cranberry Twp, PA 16006, United States of America
Ordinary
100.00
-
Victor Industrial Equipment (Pty) Limited
245 Power Street, Boksburg, 1459, Republic of South Africa
Ordinary
100.00
-
Daviesons Property and Investment Company (Pty) Limited
245 Power Street, Boksburg, 1459, Republic of South Africa
Ordinary
100.00
-
Victor Industrial Equipment Empowerment Trust*
245 Power Street, Boksburg, 1459, Republic of South Africa
Ordinary
-
100.00
9
Debtors
2023
2022
Amounts falling due within one year:
£
£
Amounts owed by group undertakings
603,858
603,858
10
Creditors: amounts falling due within one year
2023
2022
£
£
Amounts owed to group undertakings
16,348
16,351
VICTOR PRODUCTS HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 18 -
11
Share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 25p each
7,668,378
7,668,378
1,917,095
1,917,095
2023
2022
2023
2022
Preference share capital
Number
Number
£
£
Issued and fully paid
Preference Shares of £1 each
764,614
764,614
764,614
764,614
Preference shares classified as equity
764,614
764,614
Total equity share capital
2,681,709
2,681,709

Rights, preferences and restrictions

Preference shares have the following rights; preferences and restrictions: The preference shares are non-voting preference shares, entitling the bearer to a cumulative dividend of 10%, and rank ahead of the ordinary shares in the event of the company being wound up and would be repayable at par. The right to dividend have been waived by the bearer, Federal Signal UK Holdings Limited.

12
Share premium account

This reserve records the share premium attributed to the ordinary and preference share capital

13
Profit and loss reserves

This reserve records accumulated profits and losses.

14
Ultimate controlling party

The company's immediate parent is Federal Signal UK Holdings Limited, incorporated in England & Wales.

 

The ultimate parent is Federal Signal Corporation, a Delaware Corporation, incorporated in United States of America.

 

The most senior parent entity producing publicly available financial statements is Federal Signal Corporation. These financial statements are available upon request from 1333 Butterfield Road, Suite 500, Downers Grove, Illinois 60515.

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