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REGISTERED NUMBER: 03332020 (England and Wales)














Financial Statements

for the Year Ended 31 March 2024

for

RTL Materials Limited

RTL Materials Limited (Registered number: 03332020)






Contents of the Financial Statements
for the Year Ended 31 March 2024




Page

Company Information 1

Balance Sheet 2

Notes to the Financial Statements 4


RTL Materials Limited

Company Information
for the Year Ended 31 March 2024







DIRECTORS: Mr R I Wood
Mr A J Baxendine
Mr C W Bunce
Mr Q M Compton-Bishop





SECRETARY: Mr A J Baxendine





REGISTERED OFFICE: 130 Wellworthy Road
Lymington
Hampshire
SO41 8JY





REGISTERED NUMBER: 03332020 (England and Wales)





AUDITORS: Ward Goodman Audit Services Ltd
4 Cedar Park
Ferndown Industrial Estate
Wimborne
Dorset
BH21 7SF

RTL Materials Limited (Registered number: 03332020)

Balance Sheet
31 March 2024

2024 2023
as restated
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 4 500,694 504,702
Tangible assets 5 316,011 330,684
Investments 6 1,000 1,000
817,705 836,386

CURRENT ASSETS
Stocks 1,005,917 968,426
Debtors 7 1,578,530 1,029,077
Cash at bank and in hand 1,062,109 1,061,487
3,646,556 3,058,990
CREDITORS
Amounts falling due within one year 8 829,983 907,065
NET CURRENT ASSETS 2,816,573 2,151,925
TOTAL ASSETS LESS CURRENT
LIABILITIES

3,634,278

2,988,311

CREDITORS
Amounts falling due after more than one year 9 782,763 1,103,173
NET ASSETS 2,851,515 1,885,138

CAPITAL AND RESERVES
Called up share capital 705,989 705,989
Share premium 7,457,635 7,457,635
Share based payment reserve 89,556 53,671
Capital contribution reserve 1,005,509 1,005,509
Retained earnings (6,407,174 ) (7,337,666 )
2,851,515 1,885,138

RTL Materials Limited (Registered number: 03332020)

Balance Sheet - continued
31 March 2024


The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 17 October 2024 and were signed on its behalf by:





Mr R I Wood - Director


RTL Materials Limited (Registered number: 03332020)

Notes to the Financial Statements
for the Year Ended 31 March 2024

1. STATUTORY INFORMATION

RTL Materials Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

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" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Preparation of consolidated financial statements
The financial statements contain information about RTL Materials Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements.

Significant judgements and estimates
In preparing these financial statements, the directors have had to make the following judgements:

-Determine whether leases entered into by the company either as a lessor or a lessee are operating or finance
leases. These decisions depend on an assessment of whether the risks and rewards of ownership have been
transferred from the lessor to the lessee on a lease by lease basis.
-Determine whether there are indicators of impairment of the company's tangible and intangible assets. Factors
taken into consideration in reaching such a decision include the economic viability and expected future financial
performance of the asset and where it is a component of a larger cash generating unit, the viability and expected
future performance of that unit.

Other key sources of estimation uncertainty:
-Tangible fixed assets are depreciated over their useful lives taking into account residual values, where
appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on
a number of factors. In re-assessing asset lives, factors such as technological innovation, product life cycles and
maintenance programmes are taken into account. Residual value assessments consider issues such as future
market conditions, the remaining life of the asset and projected disposal values.
-In adopting the going concern basis for preparing the financial statements, the directors have considered the
business activities including the company's principal risks and uncertainties. Based on the company's cash flow
forecasts and projections, the board is satisfied that the company has adequate resources to continue in
operational existence and therefore it is appropriate to adopt the going concern basis in preparing the financial
statements for the year ended 31 March 2024.
-Debt to equity conversion - As part of the debt to equity conversion that was completed during the prior years,
an element of accrued interest was agreed to be repaid by the company in installments. Although there is no
coupon interest attached to this liability, it must be discounted back to present value and interest imputed as
payment has been deferred beyond normal commercial terms. The directors assessed the appropriate rate of
interest as being 6%. Had a different interest rate been applied, the carrying value of the liability and interest
recognised in profit and loss could have been materially different.

RTL Materials Limited (Registered number: 03332020)

Notes to the Financial Statements - continued
for the Year Ended 31 March 2024

2. ACCOUNTING POLICIES - continued

Turnover
Turnover comprises the total amount receivable for goods supplied measured at fair value of the consideration, excluding VAT and trade discounts, and also fees receivable for engineering development, model making and prototyping services using the company's patented dynamic composite materials technology.

Turnover is recognised upon delivery of finished products.

Intangible assets
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

Patents are amortised over the legal life of the individual patents of 20 years

Tangible fixed assets
Depreciation is provided to write off the cost, less estimated residual values, of all tangible fixed assets, except for investment properties and freehold land, evenly over their expected useful lives. It is calculated at the following rates:

Leasehold property improvements - 25% straight line
Plant and machinery - 25% straight line or straight line over 10 years

Investments in subsidiaries
Investments in subsidiary undertakings are recognised at cost.

Stocks
Stocks and work in progress are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Cost is calculated using the first-in, first-out method and includes all purchase, transport, and handling costs in bringing stocks to their present location and condition.

Financial instruments
Financial instruments 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 entity after deducting all of its financial liabilities.

Where the contractual obligations of financial instruments (including share capital) are equivalent to a similar debt instrument, those financial instruments are classed as financial liabilities. Financial liabilities are presented as such in the balance sheet. Finance costs and gains or losses relating to financial liabilities are included in the statement of comprehensive income. Finance costs are calculated so as to produce a constant rate of return on the outstanding liability.

Where the contractual terms of share capital do not have any terms meeting the definition of a financial liability then this is classed as an equity instrument. Dividends and distributions relating to equity instruments are debited direct to equity.


RTL Materials Limited (Registered number: 03332020)

Notes to the Financial Statements - continued
for the Year Ended 31 March 2024

2. ACCOUNTING POLICIES - continued
Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Research and development
Expenditure on research and development is written off in the year in which it is incurred.


Hire purchase and leasing commitments
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Reverse premiums and similar incentives received to enter into operating lease agreements are released to the statement of comprehensive income over the period to the date of which the rent is first expected to be adjusted to the prevailing market rate.

Where assets are financed by leasing agreements that give rights approximating to ownership (finance leases), the assets are treated as if they had been purchased outright. The amount capitalised is the present value of the minimum lease payments payable over the term of the lease. The corresponding leasing commitments are shown as amounts payable to the lessor. Depreciation on the relevant assets is charged to statement of comprehensive income over the shorter of estimated useful economic life and the term of the lease.

Finance lease payments are analysed between capital and interest components so that the interest element of the payment is charged to statement of comprehensive income over the term of the lease and is calculated so that it represents a constant proportion of the balance of capital repayments outstanding. The capital party reduces the amounts payable to the lessor.

Pension costs and other post-retirement benefits
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

RTL Materials Limited (Registered number: 03332020)

Notes to the Financial Statements - continued
for the Year Ended 31 March 2024

2. ACCOUNTING POLICIES - continued

Going concern
The company meets its day to day working capital requirements through cash at bank and funding from its shareholders and banks. The directors have prepared forecasts which demonstrate that they expect the company to be able to meet its liabilities as they fall due for a period of at least 12 months from the date of signing these financial statements.

On the basis of their assessment of the company’s financial position and resources, the directors have concluded that there is no material uncertainty with respect to the company's going concern and that the company has adequate resources to continue in operational existence for the foreseeable future. Thus they continue to adopt the going concern basis of accounting in preparing the annual financial statements.

The company reviews liquidity risk regularly and despite volatility in market demand and distributor stock cycles expects future cash generation and profitability in aggregate over the period of 12 months from the date of signing these financial statements based on its forecasts.

The directors consider that in preparing the financial statements they have taken into account all information that could reasonably be expected to be available and on this basis, they consider that it is appropriate to prepare the financial statements on the going concern basis.

Foreign currency translation
Foreign currency transactions are translated into sterling at the rates ruling when they occurred. Foreign currency monetary assets and liabilities are translated at the rate ruling at the balance sheet date. Any differences are taken to the statement of comprehensive income.

Finance costs
Finance costs are charged to statement of comprehensive income over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Share based payments
Where share options are awarded to employees, the fair value of the options at the date of grant is charged to the statement of comprehensive income over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each Balance Sheet date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.

The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the company keeping the scheme open or the employee maintaining any contributions required by the scheme).

Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to the statement of comprehensive income over the remaining vesting period.

3. EMPLOYEES AND DIRECTORS

The average number of employees during the year was 46 (2023 - 44 ) .

RTL Materials Limited (Registered number: 03332020)

Notes to the Financial Statements - continued
for the Year Ended 31 March 2024

4. INTANGIBLE FIXED ASSETS
Other
intangible
assets
£   
COST
At 1 April 2023 894,229
Additions 51,729
Disposals (16,167 )
At 31 March 2024 929,791
AMORTISATION
At 1 April 2023 389,527
Charge for year 44,777
Eliminated on disposal (5,207 )
At 31 March 2024 429,097
NET BOOK VALUE
At 31 March 2024 500,694
At 31 March 2023 504,702

5. TANGIBLE FIXED ASSETS
Plant and
Land and machinery
buildings etc Totals
£    £    £   
COST
At 1 April 2023 167,216 799,917 967,133
Additions 23,646 53,062 76,708
At 31 March 2024 190,862 852,979 1,043,841
DEPRECIATION
At 1 April 2023 139,382 497,067 636,449
Charge for year 8,197 83,184 91,381
At 31 March 2024 147,579 580,251 727,830
NET BOOK VALUE
At 31 March 2024 43,283 272,728 316,011
At 31 March 2023 27,834 302,850 330,684

RTL Materials Limited (Registered number: 03332020)

Notes to the Financial Statements - continued
for the Year Ended 31 March 2024

6. FIXED ASSET INVESTMENTS
Shares in
group
undertakings
£   
COST
At 1 April 2023
and 31 March 2024 1,000
NET BOOK VALUE
At 31 March 2024 1,000
At 31 March 2023 1,000

7. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2024 2023
as restated
£    £   
Trade debtors 573,546 647,201
Amounts owed by group undertakings 700,969 -
Other debtors 304,015 381,876
1,578,530 1,029,077

8. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2024 2023
as restated
£    £   
Bank loans and overdrafts 222,222 222,222
Other loans 232,129 220,452
Hire purchase contracts 26,129 25,373
Trade creditors 265,172 295,683
Amounts owed to group undertakings - 67,237
Tax - 1,005
Social security and other taxes 43,180 41,439
Other creditors 18,199 23,634
Accruals and deferred income 22,952 10,020
829,983 907,065

RTL Materials Limited (Registered number: 03332020)

Notes to the Financial Statements - continued
for the Year Ended 31 March 2024

9. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE
YEAR
2024 2023
as restated
£    £   
Bank loans - 2-5 years 434,111 656,333
Other loans - 1-2 years 314,259 77,398
Other loans - 2-5 years - 314,255
Hire purchase contracts 16,243 27,437
Other creditors 18,150 27,750
782,763 1,103,173

10. DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

I M Rodd BSC FCA FCCA (Senior Statutory Auditor)
for and on behalf of Ward Goodman Audit Services Ltd

11. RELATED PARTY DISCLOSURES

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.

Included within other creditors falling due after one year are amounts totalling £18,150 (2023: £27,350) due to a related party. They have confirmed they will not seek repayment for at least another year and interest was not charged on this balance. They are related through their shareholding in the company.

During the prior year, other loans of £120,789 due to related parties were converted to LP shares and share premium thereon. Interest accrued and due to related parties of £39,407 was waived as part of the transaction and has been accounted for as a capital contribution. There were no further conversions in this financial year.

In respect of the remaining other loans due to related parties, repayments of £92,711 (2023: £86,532) were made during the year. Interest of £21,550 (2023: £23,623) has been charged to profit and loss, with a balance of £375,411 (2023: £446,572) included within other loans payable.

Key management personnel include those people who together have authority and responsibility for planning, directing and controlling the activities of the company. The total compensation paid to key management personnel for services provided to the company was £426,717 (2023 - £310,810).