Company registration number 13070838 (England and Wales)
GROCO 404 LTD
GROUP ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
GROCO 404 LTD
COMPANY INFORMATION
Directors
T Silva
G Borlenghi
T Borlenghi
Secretary
Gravitas Company Secretarial Services Limited
Company number
13070838
Registered office
Hafod Industrial Estate
Ruabon
Wrexham
Nth Wales
LL14 6HF
Auditor
Mitchell Charlesworth (Audit) Limited
24 Nicholas Street
Chester
CH1 2AU
GROCO 404 LTD
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3
Directors' responsibilities statement
4
Independent auditor's report
5 - 8
Group statement of comprehensive income
9
Group balance sheet
10
Company balance sheet
11
Group statement of changes in equity
12
Company statement of changes in equity
13
Group statement of cash flows
14
Company statement of cash flows
15
Notes to the financial statements
16 - 32
GROCO 404 LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -

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

Review of the business

The level of business growth to December 2023 was slower than in previous years. The group took the opinion that several areas of the business needed to be reevaluated and that some income streams were no longer profitable. These unsustainable areas were cut from the operation.

Our Group Head Office in Brazil have reiterated their desire for Ambipar Site Services to integrate more with our sister company Ambipar Response, which we will undertake over the coming period. There has been greater emphasis on cross selling between the two companies and 2024 will see the introduction of cross training of operational staff which will lead to increased capabilities for both companies. The joint venture of opening a Bristol depot with Ambipar Response has been a success and will provide a footprint for similar depots throughout the UK.

It is our intention to maintain the drive to develop sales by concentrating on bringing in new sales and still developing the relationship with our existing customer base. We are investing in new software with the introduction during 2024 of SAP.

The business position in the trading company at the end of the 2023 year is a profit which is a positive result, with an increased net worth on the Balance Sheet.

Principal risks and uncertainties

The Ambipar Site Services team are continually identifying, monitoring any potential risks uncertainties which could cause problems for the group. The team has identified several areas which could potentially lead to problems:

•    Downturn in work at our customer base through the continued economic downturn in the country

•    Increased regulation from Health and Safety executive, Environmental Agency and DVLA/VOSA

•    Ageing fleet vehicles which need to be replaced

•    Long term succession planning for ageing work force

•    Competition recruiting our well trained staff

 

These areas will be monitored closely, and plans put in place to minimise potential problems.

Key performance indicators

The Directors believe that the key performance indicators of the group are those which measure financial aspects, use of assets and health and safety requirements. The following will be monitored continually to help to assess the position of the group:

•    EBITDA

•    Bank account balances

•    Level of sales on the weekly sales spreadsheet and invoice factoring reducing of funds in use

•    Monitoring health and safety and trends of vehicles

GROCO 404 LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -

On behalf of the board

T Silva
Director
14 November 2024
GROCO 404 LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -

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

Principal activities

The principal activity of the company and group continued to be that of a holding company, environmental management and industrial cleaning services.

Results and dividends

The results for the year are set out on page 9.

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

Directors

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

T Silva
G Borlenghi
T Borlenghi
Auditor

The auditor, Mitchell Charlesworth (Audit) Limited, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

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 auditor of the company 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 auditor of the company is aware of that information.

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

On behalf of the board
T Silva
Director
14 November 2024
GROCO 404 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 group and company, and of the profit or loss of the group 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 group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

GROCO 404 LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF GROCO 404 LTD
- 5 -
Opinion

We have audited the financial statements of Groco 404 Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows, the company statement of cash flows 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 group and parent 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

We draw attention to note 1.4 in the financial statements, which highlights the fact that the group has a net current liability position of £922,223. Whilst these conditions indicate that a material uncertainty exists that may cast doubt on the company’s ability to continue as a going concern, note 1.4 provides an explanation of the circumstances surrounding this. Our opinion is not modified in respect of this matter.

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:

GROCO 404 LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF GROCO 404 LTD
- 6 -
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 their 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 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 parent 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.

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

GROCO 404 LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF GROCO 404 LTD
- 7 -
Extent to which the audit was considered capable of detecting irregularities, including fraud

We identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion.

 

Identifying and assessing potential risks related to irregularities

 

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:

 

 

 

 

 

 

 

 

As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas:

 

(i) The presentation of the group's Statement of Comprehensive Income and (ii) the group's accounting policy for revenue recognition. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.

 

We also obtained an understanding of the legal and regulatory framework that the group operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act, ISO regulations and GDPR legislation.

 

In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company's ability to operate or to avoid a material penalty. This includes regulations concerning ISO and Data Protection Regulations.

GROCO 404 LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF GROCO 404 LTD
- 8 -

Audit response to risks identified

As a result of performing the above, we identified revenue recognition and management override as the key audit matters related to the potential risk of fraud.

 

Our procedures to respond to risks identified included the following:

 

 

 

 

 

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

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.

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.

Robert Hall (Senior Statutory Auditor)
For and on behalf of Mitchell Charlesworth (Audit) Limited
14 November 2024
Accountants
Statutory Auditor
24 Nicholas Street
Chester
CH1 2AU
GROCO 404 LTD
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
- 9 -
2023
2022
Notes
£
£
Turnover
3
11,506,618
13,254,957
Cost of sales
(7,728,084)
(9,064,652)
Gross profit
3,778,534
4,190,305
Distribution costs
(1,829,635)
(1,978,583)
Administrative expenses
(2,442,380)
(2,589,005)
Other operating income
10,000
-
Operating loss
5
(483,481)
(377,283)
Interest receivable and similar income
8
14
21
Interest payable and similar expenses
9
(174,852)
(171,506)
Loss before taxation
(658,319)
(548,768)
Tax on loss
10
(64,303)
(10,995)
Loss for the financial year
(722,622)
(559,763)
Loss for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
GROCO 404 LTD
GROUP BALANCE SHEET
AS AT
31 DECEMBER 2023
31 December 2023
- 10 -
2023
2022
Notes
£
£
£
£
Fixed assets
Goodwill
11
6,933,614
7,924,131
Other intangible assets
11
69,251
52,475
Total intangible assets
7,002,865
7,976,606
Tangible assets
12
2,760,319
3,370,095
9,763,184
11,346,701
Current assets
Stocks
15
72,652
66,206
Debtors
16
2,731,544
2,749,951
Cash at bank and in hand
87,653
94,129
2,891,849
2,910,286
Creditors: amounts falling due within one year
17
(3,814,072)
(4,033,169)
Net current liabilities
(922,223)
(1,122,883)
Total assets less current liabilities
8,840,961
10,223,818
Creditors: amounts falling due after more than one year
18
(772,271)
(1,372,200)
Provisions for liabilities
Deferred tax liability
21
480,113
540,419
(480,113)
(540,419)
Net assets
7,588,577
8,311,199
Capital and reserves
Called up share capital
23
9,800,002
9,800,002
Profit and loss reserves
(2,211,425)
(1,488,803)
Total equity
7,588,577
8,311,199

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

The financial statements were approved by the board of directors and authorised for issue on 14 November 2024 and are signed on its behalf by:
14 November 2024
T Silva
Director
Company registration number 13070838 (England and Wales)
GROCO 404 LTD
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2023
31 December 2023
- 11 -
2023
2022
Notes
£
£
£
£
Fixed assets
Investments
13
9,800,000
9,800,000
Current assets
Debtors
16
2
2
Net current assets
2
2
Net assets
9,800,002
9,800,002
Capital and reserves
Called up share capital
23
9,800,002
9,800,002

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £0 (2022 - £0 profit).

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

The financial statements were approved by the board of directors and authorised for issue on 14 November 2024 and are signed on its behalf by:
14 November 2024
T Silva
Director
Company registration number 13070838 (England and Wales)
GROCO 404 LTD
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 12 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 January 2022
9,800,002
(929,040)
8,870,962
Year ended 31 December 2022:
Loss and total comprehensive income
-
(559,763)
(559,763)
Balance at 31 December 2022
9,800,002
(1,488,803)
8,311,199
Year ended 31 December 2023:
Loss and total comprehensive income
-
(722,622)
(722,622)
Balance at 31 December 2023
9,800,002
(2,211,425)
7,588,577
GROCO 404 LTD
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 13 -
Share capital
£
Balance at 1 January 2022
9,800,002
Year ended 31 December 2022:
Profit and total comprehensive income for the year
-
Balance at 31 December 2022
9,800,002
Year ended 31 December 2023:
Profit and total comprehensive income
-
Balance at 31 December 2023
9,800,002
GROCO 404 LTD
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 14 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
27
1,174,503
1,485,215
Interest paid
(173,027)
(171,506)
Income taxes paid
-
0
(36,846)
Net cash inflow from operating activities
1,001,476
1,276,863
Investing activities
Purchase of business
-
(331,913)
Purchase of intangible assets
(35,145)
(25,872)
Proceeds from disposal of intangibles
-
(38,150)
Purchase of tangible fixed assets
(275,969)
(1,045,436)
Proceeds from disposal of tangible fixed assets
157,275
86,723
Purchase of subsidiaries, net of cash acquired
-
331,913
Proceeds from disposal of subsidiaries, net of cash disposed
-
(9,800,000)
Repayment of loans
-
10,951
Interest received
14
21
Net cash used in investing activities
(153,825)
(10,811,763)
Financing activities
Proceeds from issue of shares
-
9,800,000
Repayment of borrowings
233,240
(85,417)
Repayment of bank loans
(340,740)
340,740
Payment of finance leases obligations
(746,627)
(463,333)
Net cash (used in)/generated from financing activities
(854,127)
9,591,990
Net (decrease)/increase in cash and cash equivalents
(6,476)
57,090
Cash and cash equivalents at beginning of year
94,129
37,039
Cash and cash equivalents at end of year
87,653
94,129
GROCO 404 LTD
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 15 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Net increase in cash and cash equivalents
-
-
Cash and cash equivalents at beginning of year
-
0
-
0
Cash and cash equivalents at end of year
-
0
-
0
GROCO 404 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 16 -
1
Accounting policies
Company information

Groco 404 Ltd (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Hafod Industrial Estate, Ruabon, Wrexham, Nth Wales, LL14 6HF.

 

The group consists of Groco 404 Ltd and all of its subsidiaries.

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.

1.2
Business combinations

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Groco 404 Ltd together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

All financial statements are made up to 31 December 2023. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

1.4
Going concern

These financial statements are prepared on the going concern basis. The directors have a reasonable expectation that the company will continue in operational existence for the foreseeable future. However, the directors are aware of certain material uncertainties which may cause doubt on the company's ability to continue as a going concern. At 31 December 2023, the company had net current liabilities of £922,223 and net assets of £7,588,577. As the company and group has the support of its parents, the directors have a reasonable expectation that the company and group will continue in operational existence for the foreseeable future.

GROCO 404 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 17 -
1.5
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Revenue is recognised when the render of a service can be measured reliably and it is probable that economic benefits will flow to the entity. The company shall recognise revenue associated with the transactions by reference to the stage of completion of the transaction at the end of the reporting period.

1.6
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is ten years.

 

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

1.7
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Software
10% straight line
1.8
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Property improvements
10 - 20% straight line
Plant and equipment
10 - 100% straight line
Fixtures and fittings
33% straight line
Computers
33% straight line
Motor vehicles
10 - 100% straight line
GROCO 404 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 18 -

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

1.9
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities. Currently the group has no associates or jointly controlled entities.

1.10
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.11
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

 

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

GROCO 404 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 19 -

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.12
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.

1.13
Financial instruments

The group 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 group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and 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.

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.

GROCO 404 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 20 -
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 group 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 group 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.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.14
Equity instruments

Equity instruments issued by the group 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 group.

1.15
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 group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

GROCO 404 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 21 -
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 if, and only if, there is 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.

1.16
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.17
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.18
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

2
Judgements and key sources of estimation uncertainty

In the application of the group’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.

GROCO 404 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 22 -
3
Turnover and other revenue
2023
2022
£
£
Turnover analysed by class of business
Sale of services
11,506,618
13,254,957
2023
2022
£
£
Other revenue
Interest income
14
21
4
Exceptional item
2023
2022
£
£
Income
Exceptional item - Other operating income
10,000
-
5
Operating loss
2023
2022
£
£
Operating loss for the year is stated after charging/(crediting):
Depreciation of owned tangible fixed assets
302,896
388,824
Depreciation of tangible fixed assets held under finance leases
543,583
519,899
(Profit)/loss on disposal of tangible fixed assets
(119,834)
93,889
Amortisation of intangible assets
1,008,886
1,002,064
Operating lease charges
55,823
31,250
6
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
-
-
Audit of the financial statements of the company's subsidiaries
24,271
39,967
GROCO 404 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 23 -
7
Employees

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

Group
Company
2023
2022
2023
2022
Number
Number
Number
Number
Drivers and labourers
61
67
-
-
Sales and administration
16
15
-
-
Total
77
82
-
0
-
0

Their aggregate remuneration comprised:

Group
Company
2023
2022
2023
2022
£
£
£
£
Wages and salaries
3,178,425
3,247,068
-
0
-
0
Social security costs
379,417
368,578
-
-
Pension costs
96,793
129,644
-
0
-
0
3,654,635
3,745,290
-
0
-
0
8
Interest receivable and similar income
2023
2022
£
£
Interest income
Interest on bank deposits
14
21
2023
2022
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
14
21
GROCO 404 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 24 -
9
Interest payable and similar expenses
2023
2022
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
17,559
18,549
Other interest on financial liabilities
1,825
-
19,384
18,549
Other finance costs:
Interest on finance leases and hire purchase contracts
155,468
152,957
Total finance costs
174,852
171,506
10
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
124,609
-
0
Deferred tax
Origination and reversal of timing differences
(60,306)
10,995
Total tax charge
64,303
10,995

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
(658,319)
(548,768)
Expected tax credit based on the standard rate of corporation tax in the UK of 23.52% (2022: 19.00%)
(154,837)
(104,266)
Tax effect of expenses that are not deductible in determining taxable profit
3,466
204
Effect of change in corporation tax rate
(3,567)
2,640
Permanent capital allowances in excess of depreciation
(9,025)
(71,981)
Amortisation on assets not qualifying for tax allowances
228,266
184,398
Taxation charge
64,303
10,995
GROCO 404 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 25 -
11
Intangible fixed assets
Group
Goodwill
Software
Total
£
£
£
Cost
At 1 January 2023
9,905,165
80,372
9,985,537
Additions
-
0
35,145
35,145
At 31 December 2023
9,905,165
115,517
10,020,682
Amortisation and impairment
At 1 January 2023
1,981,034
27,897
2,008,931
Amortisation charged for the year
990,517
18,369
1,008,886
At 31 December 2023
2,971,551
46,266
3,017,817
Carrying amount
At 31 December 2023
6,933,614
69,251
7,002,865
At 31 December 2022
7,924,131
52,475
7,976,606
The company had no intangible fixed assets at 31 December 2023 or 31 December 2022.
GROCO 404 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 26 -
12
Tangible fixed assets
Group
Property improvements
Plant and equipment
Fixtures and fittings
Computers
Motor vehicles
Total
£
£
£
£
£
£
Cost
At 1 January 2023
222,708
1,019,018
9,346
39,234
7,269,439
8,559,745
Additions
3,750
84,700
-
0
-
0
185,694
274,144
Disposals
-
0
(10,270)
-
0
-
0
(536,459)
(546,729)
At 31 December 2023
226,458
1,093,448
9,346
39,234
6,918,674
8,287,160
Depreciation and impairment
At 1 January 2023
44,337
806,580
5,633
39,234
4,293,866
5,189,650
Depreciation charged in the year
25,308
64,604
1,350
-
0
755,217
846,479
Eliminated in respect of disposals
-
0
(10,270)
-
0
-
0
(499,018)
(509,288)
At 31 December 2023
69,645
860,914
6,983
39,234
4,550,065
5,526,841
Carrying amount
At 31 December 2023
156,813
232,534
2,363
-
0
2,368,609
2,760,319
At 31 December 2022
178,371
212,438
3,713
-
0
2,975,573
3,370,095
The company had no tangible fixed assets at 31 December 2023 or 31 December 2022.

The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.

Group
Company
2023
2022
2023
2022
£
£
£
£
Plant and equipment
147,420
153,295
-
0
-
0
Motor vehicles
1,838,902
2,297,068
-
0
-
0
Improvements to Property
42,501
47,869
-
-
2,028,823
2,498,232
-
-

These assets noted in the table above have been pledged to secure borrowings of the company. The company is not allowed to pledge these assets as security for other borrowings or to sell them to another entity.

 

Please see note 15 for details of other charges held against the assets of the company.

GROCO 404 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
12
Tangible fixed assets
(Continued)
- 27 -

During the year the company conducted a full review of their fixed assets, this review included writing off items which had reached the end of their useful economic life. To assist with transparency in the financial statements, the directors have chosen to disclose the results of this review separately from disposals made within the accounting period, these can be seen as ‘Other changes’.

13
Fixed asset investments
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Investments in subsidiaries
14
-
0
-
0
9,800,000
9,800,000
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2023 and 31 December 2023
9,800,000
Carrying amount
At 31 December 2023
9,800,000
At 31 December 2022
9,800,000
14
Subsidiaries

Details of the company's subsidiaries at 31 December 2023 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Ambipar Site Services Limited
England & Wales
Ordinary
100.00
15
Stocks
Group
Company
2023
2022
2023
2022
£
£
£
£
Finished goods and goods for resale
72,652
66,206
-
0
-
0
GROCO 404 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 28 -
16
Debtors
Group
Company
2023
2022
2023
2022
Amounts falling due within one year:
£
£
£
£
Trade debtors
609,189
1,166,927
-
0
-
0
Unpaid share capital
2
2
2
2
Amounts owed by group undertakings
345,046
193,665
-
-
Other debtors
1,448,613
1,135,835
-
0
-
0
Prepayments and accrued income
328,694
253,522
-
0
-
0
2,731,544
2,749,951
2
2
17
Creditors: amounts falling due within one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Bank loans
19
-
0
120,000
-
0
-
0
Obligations under finance leases
20
596,275
860,473
-
0
-
0
Other borrowings
19
217,500
87,500
-
0
-
0
Payments received on account
1,448,613
1,134,326
-
0
-
0
Trade creditors
973,629
1,285,747
-
0
-
0
Amounts owed to group undertakings
63,913
6,430
-
0
-
0
Corporation tax payable
124,609
-
0
-
0
-
0
Other taxation and social security
232,584
407,510
-
-
Other creditors
11,883
26,454
-
0
-
0
Accruals and deferred income
145,066
104,729
-
0
-
0
3,814,072
4,033,169
-
0
-
0
18
Creditors: amounts falling due after more than one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Bank loans and overdrafts
19
-
0
220,740
-
0
-
0
Obligations under finance leases
20
517,989
1,000,418
-
0
-
0
Other borrowings
19
254,282
151,042
-
0
-
0
772,271
1,372,200
-
-
GROCO 404 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 29 -
19
Loans and overdrafts
Group
Company
2023
2022
2023
2022
£
£
£
£
Bank loans
-
0
340,740
-
0
-
0
Loans from group undertakings
320,740
-
0
-
0
-
0
Other loans
151,042
238,542
-
0
-
0
471,782
579,282
-
-
Payable within one year
217,500
207,500
-
0
-
0
Payable after one year
254,282
371,782
-
0
-
0

The long-term loans and overdraft are secured by a debenture and a legal charge against the assets of the subsidiary.

 

Hire purchase liability is secured on the assets to which they relate.

 

The factoring company is secured by way of a fixed and floating charge against all the assets of the subsidiary.

20
Finance lease obligations
Group
Company
2023
2022
2023
2022
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
596,275
1,099,954
-
0
-
0
In two to five years
517,989
760,937
-
0
-
0
1,114,264
1,860,891
-
-

Finance lease payments represent rentals payable by the company or group for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

GROCO 404 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 30 -
21
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
2023
2022
Group
£
£
Accelerated capital allowances
481,148
556,209
Tax losses
-
(22,097)
Short term timing differences
(1,035)
6,307
480,113
540,419
The company has no deferred tax assets or liabilities.
Group
Company
2023
2023
Movements in the year:
£
£
Liability at 1 January 2023
540,419
-
Credit to profit or loss
(60,306)
-
Liability at 31 December 2023
480,113
-

The deferred tax asset set out above is expected to reverse within 12 months and relates to the utilisation of tax losses against future expected profits of the same period. The deferred tax liability set out above relates to accelerated capital allowances that are expected to mature within the same period over which the assets are depreciated.

22
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
96,793
129,644

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

23
Share capital
Group and company
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and not fully paid
Ordinary shares of £1 each
9,800,002
9,800,002
9,800,002
9,800,002
GROCO 404 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
23
Share capital
(Continued)
- 31 -
24
Operating lease commitments
Lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2023
2022
2023
2022
£
£
£
£
Within one year
436,129
295,059
-
-
Between two and five years
794,539
774,705
-
-
1,230,668
1,069,764
-
-
25
Capital commitments

Amounts contracted for but not provided in the financial statements:

Group
Company
2023
2022
2023
2022
£
£
£
£
Acquisition of tangible fixed assets
736,080
351,210
-
-
26
Controlling party

The company's immediate parent company is Ambipar Holdings (UK) Limited, whose registered office is 5th Floor One New Change, London, EC4M 9AF.

 

The company's ultimate parent company is Ambipar Participações e Empreendimentos S.A. a company incorporated in Brazil. The results of Ambipar Site Services Limited are consolidated in the financial statements of its ultimate parent company, copies of which are available from Rua Borges De Figueiredo, 1271, Sala: 01, Sao Paulo, Brazil.

GROCO 404 LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 32 -
27
Cash generated from group operations
2023
2022
£
£
Loss for the year after tax
(722,622)
(559,763)
Adjustments for:
Taxation charged
64,303
10,995
Finance costs
174,852
171,506
Investment income
(14)
(21)
(Gain)/loss on disposal of tangible fixed assets
(119,834)
93,889
Amortisation and impairment of intangible assets
1,008,886
1,002,064
Depreciation and impairment of tangible fixed assets
846,479
908,723
Movements in working capital:
Increase in stocks
(6,446)
(34,046)
Decrease in debtors
18,407
414,844
Decrease in creditors
(89,508)
(522,976)
Cash generated from operations
1,174,503
1,485,215
28
Analysis of changes in net debt - group
1 January 2023
Cash flows
31 December 2023
£
£
£
Cash at bank and in hand
94,129
(6,476)
87,653
Borrowings excluding overdrafts
(579,282)
107,500
(471,782)
Obligations under finance leases
(1,860,891)
746,627
(1,114,264)
(2,346,044)
847,651
(1,498,393)

There have been no movements in net funds for the company.

2023-12-312023-01-01falseCCH SoftwareCCH Accounts Production 2024.210T SilvaG BorlenghiT BorlenghiGravitas Company Secretarial Services 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