Company registration number 00534440 (England and Wales)
PROTEX FASTENERS LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
PAGES FOR FILING WITH REGISTRAR
PROTEX FASTENERS LIMITED
CONTENTS
PAGE
Balance sheet
1
Statement of changes in equity
2
Notes to the financial statements
3 - 8
PROTEX FASTENERS LIMITED
BALANCE SHEET
AS AT
31 MARCH 2024
31 March 2024
- 1 -
2024
2023
as restated
Notes
£
£
£
£
FIXED ASSETS
Investments
4
13,738
13,738
CURRENT ASSETS
Debtors
5
2,045,523
1,532,407
Cash at bank and in hand
928,259
1,311,009
2,973,782
2,843,416
CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
6
(1,145,839)
(861,907)
NET CURRENT ASSETS
1,827,943
1,981,509
NET ASSETS
1,841,681
1,995,247
CAPITAL AND RESERVES
Called up share capital
7
49,740
49,740
Capital redemption reserve
26
26
Profit and loss reserves
1,791,915
1,945,481
TOTAL EQUITY
1,841,681
1,995,247
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
The financial statements were approved by the board of directors and authorised for issue on 4 September 2024 and are signed on its behalf by:
H R S Cooke
DIRECTOR
Company registration number 00534440 (England and Wales)
PROTEX FASTENERS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024
- 2 -
Share capital
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
AS RESTATED FOR THE PERIOD ENDED 31 MARCH 2023:
BALANCE AT 1 APRIL 2022
49,740
26
2,098,266
2,148,032
YEAR ENDED 31 MARCH 2023:
Profit and total comprehensive income for the year
-
-
1,410,483
1,410,483
Dividends
-
-
(1,563,268)
(1,563,268)
BALANCE AT 31 MARCH 2023
49,740
26
1,945,481
1,995,247
YEAR ENDED 31 MARCH 2024:
Profit and total comprehensive income for the year
-
-
1,102,575
1,102,575
Dividends
-
-
(1,256,141)
(1,256,141)
BALANCE AT 31 MARCH 2024
49,740
26
1,791,915
1,841,681
PROTEX FASTENERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
- 3 -
1
ACCOUNTING POLICIES
COMPANY INFORMATION
Protex Fasteners Limited is a private company limited by shares incorporated in England and Wales. The registered office and trading address is Arrow Road, Redditch, Worcestershire, B98 8PA.
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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
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, [modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value]. 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:
- Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
- Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’: Interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
- Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
- Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The company has taken advantage of the exemption under section 400 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.
Protex Fasteners Limited is a wholly owned subsidiary of Howard S. Cooke & Co. (Holdings) Limited and the results of Protex Fasteners Limited are included in the consolidated financial statements of Howard S. Cooke & Co. (Holdings) Limited which are available from its registered office, Arrow Road, Redditch, Worcestershire, B98 8PA.
1.2
GOING CONCERN
At 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
TURNOVER
Turnover is recognised at the fair value, net of Value Added Tax, of the consideration receivable for sale of goods in the ordinary nature of business.
The company sells latches, handles, bandclamps and related products to customers worldwide. Turnover is recognised on despatch of goods.
1.4
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.
PROTEX FASTENERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
ACCOUNTING POLICIES
(Continued)
- 4 -
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.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.5
CASH AT BANK AND IN HAND
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.
1.6
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 balance sheet 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.
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.
1.7
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.
Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.
PROTEX FASTENERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
ACCOUNTING POLICIES
(Continued)
- 5 -
1.8
TAXATION
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
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.
3
EMPLOYEES
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Total
3
3
4
FIXED ASSET INVESTMENTS
2024
2023
£
£
Shares in group undertakings and participating interests
13,738
13,738
The company holds 100% of the ordinary shares (and no other share or loan capital) of Protex Verschlusstechnik AG, a company incorporated in Switzerland, whose principal activity is that of a selling agent. The aggregate capital and reserves of this company as at 31 March 2024 were £574,021 (2023: £487,112) and its profit for the year then ended was £153,058 (2023: £8,621).
PROTEX FASTENERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 6 -
5
DEBTORS
2024
2023
AMOUNTS FALLING DUE WITHIN ONE YEAR:
£
£
Trade debtors
618,726
677,647
Amounts owed by group undertakings
1,419,810
853,370
Other debtors
6,987
1,390
2,045,523
1,532,407
6
CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2024
2023
£
£
Trade creditors
78,584
92,695
Amounts owed to group undertakings
577,860
548,019
Corporation tax
290,680
77,933
Other taxation and social security
181,231
123,725
Other creditors
17,484
19,535
1,145,839
861,907
7
CALLED UP SHARE CAPITAL
2024
2023
2024
2023
ORDINARY SHARE CAPITAL
Number
Number
£
£
ISSUED AND FULLY PAID
Ordinary shares of £1 each
49,740
49,740
49,740
49,740
The company has one class of ordinary shares. The shares carry no right to fixed income. Each carries the right to one vote at general meetings of the company.
8
AUDIT REPORT INFORMATION
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:
The auditor's report was unqualified.
Senior Statutory Auditor:
Neal Aston FCA FCCA
Statutory Auditor:
JW Hinks LLP
Date of audit report:
4 September 2024
9
RESERVES
Capital redemption reserve
The capital redemption reserve reflects the nominal value of shares previously repurchased and cancelled.
Profit and loss reserves
Profit and loss reserves reflect the cumulative profits and losses net of distributions to shareholders.
PROTEX FASTENERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 7 -
10
FINANCIAL COMMITMENTS, GUARANTEES AND CONTINGENT LIABILITIES
The group in which the company is a member utilises forward contracts to mitigate against foreign exchange risk. At the year end the company was party to forward contracts to sell Euros totalling €600,000 (2023: €600,000) and US Dollars totalling $900,000 (2023: $3,000,000). The fair value adjustments relating to these contracts are dealt with in the parent company which manages the central treasury function.
The company is part of a group VAT registration. As at 31 March 2024 the group VAT liability was £33,199 (2023: £5,455).
11
ULTIMATE PARENT COMPANY AND CONTROLLING PARTY
The immediate and ultimate parent company is Howard S Cooke & Co. (Holdings) Limited, a company incorporated in the United Kingdom and registered in England and Wales. Howard S Cooke & Co. (Holdings) Limited heads the largest and smallest group in which the results of the company are consolidated. The ultimate controlling party is H R S Cooke.
12
RELATED PARTY TRANSACTIONS
TRANSACTIONS WITH RELATED PARTIES
During the year the company entered into the following transactions with related parties:
Sales
2024
2023
£
£
Entities over which the entity has control, joint control or significant influence
375,603
366,332
The following amounts were outstanding at the reporting end date:
2024
2023
AMOUNTS DUE FROM RELATED PARTIES
£
£
Entities over which the entity has control, joint control or significant influence
979,836
853,370
OTHER INFORMATION
The company has taken advantage of exemption under Section 33 of FRS102 Related Party Disclosures, not to disclose related party transactions with wholly owned related companies within the group.
PROTEX FASTENERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 8 -
13
PRIOR PERIOD ADJUSTMENT
The accounts have been restated to incorporate the impact of a miscalculation of taxation in the year ended 31st March 2023.
The change has resulted in a reduction in profits available for distribution at 31 March 2023 as follows:-
RECONCILIATION OF CHANGES IN EQUITY
1 April
31 March
2022
2023
£
£
ADJUSTMENTS TO PRIOR YEAR
Corporation tax prior year adjustment
-
(103,360)
Equity as previously reported
2,148,032
2,098,607
Equity as adjusted
2,148,032
1,995,247
ANALYSIS OF THE EFFECT UPON EQUITY
Profit and loss reserves
-
(103,360)
RECONCILIATION OF CHANGES IN PROFIT FOR THE PREVIOUS FINANCIAL PERIOD
2023
£
ADJUSTMENTS TO PRIOR YEAR
Corporation tax prior year adjustment
(103,360)
Profit as previously reported
1,513,843
Profit as adjusted
1,410,483