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Registered number: 04042865


EVOLUTION FASTENERS (UK) LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

 
EVOLUTION FASTENERS (UK) LIMITED
 
 
COMPANY INFORMATION


Directors
M Keisner 
K Leung 
R Murphy 




Company secretary
P Lee



Registered number
04042865



Registered office
1 Oaks Court
Warwick Road

Borehamwood

Hertfordshire

WD6 1GS




Independent auditors
Xeinadin Audit Limited
Chartered Accountants & Statutory Auditors

8th Floor Becket House

36 Old Jewry

London

EC2R 8DD





 
EVOLUTION FASTENERS (UK) LIMITED
 

CONTENTS



Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditors' report
5 - 8
Statement of comprehensive income
9
Balance sheet
10
Statement of changes in equity
11 - 12
Notes to the financial statements
13 - 29


 
EVOLUTION FASTENERS (UK) LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2024

Introduction
 
The Directors present their strategic review of the company for the year ended 31st March 2024.

Principal Activities and Business Review
 
The principal activity of the business is the design, production and distribution of fasteners for the construction industry.
The results for the year ended 31st March 2024 and its financial position were satisfactory.
Sales at £12,021,564 and Gross Profit of £4,129,529 were acceptable especially given more difficult market conditions in the second half of the year.
Expenses reflected increased costs arising from general inflation, improvements to customer service and acquiring additional warehouse space.
The company’s operating profit decreased from £2,574,189 to £1,836,123, whilst its Net Assets rose from £8,198,275 to £9,732,466, after dividends paid of £501,200 (2023: £922,200).

Key Performance Indicators

The Company's key operating parameters include turnover. operating profit and net assets. Financial performance is reviewed in many ways including overall margins. working capital efficiency and return on capital.

2024
2023
Movement
Movement
        £
        £
        £
        %
Turnover

12,021,564

12,644,773

(623,209)
 
(5)
 
Operating profit

1,836,123

2,574,189

(738,066)
 
(29)
 
Net assets

9,654,072

8,198,275

1,455,797
 
18
 

Employees
 
The welfare of the Company's employees is of the highest importance: we strive to be a responsible employer and continuously review pay and benefits and aim always to provide a safe working environment. There is a clearly stated whistle-blower policy in place with a dedicated confidential hotline, and employee policies are clearly set out in the Company Handbook. During the year we were pleased to achieve “Investors in People” certification for our principal operating subsidiary.

Community and Environment
 
The Company aims to reduce the environmental impact of its operations by controlling all areas of its activities associated with the supply and distribution of its products. The Company is committed to reducing its carbon footprint through recyclable packaging, monitoring energy performance and considering the life cycle of its processes, products and services. 

Page 1

 
EVOLUTION FASTENERS (UK) LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024

Principal Risks and Uncertainties
 
The Company's operations expose it to some risks and uncertainties which the Directors believe could have an impact on the Company's financial performance. The principal risks and management's response to them are set out below.
Construction Sector
The company’s principal market is the construction sector and as such its results are heavily influenced by the health of that sector.
Financial risk management objectives and policies
The Company's activities expose it to foreign currency risk which is partially hedged by financial derivatives.
Credit Risk
The Company provides credit terms to many of its customers and there is an associate risk that customers do not pay outstanding balances as they fall due. The Company has implemented policies that require appropriate credit checks on potential customers before sales are made. The amount of exposure to any customer is subject to a limit which is reviewed on an ongoing basis.
Information Technology
Technology systems are important to the Company's operations. Loss of service of key IT systems could potentially affect the Company's ability to fulfil customer orders. IT risks are assessed by senior management with the appropriate expertise and action plans, including disaster recovery plans, are in place. 
Supply Chain Risk
The Company purchases most of its product from various overseas suppliers spread across different geographical locations. The risk of supply distribution is further mitigated through holding substantial levels of stock in its warehouses. 


This report was approved by the board and signed on its behalf.



M Keisner
Director

Date: 18 November 2024

Page 2

 
EVOLUTION FASTENERS (UK) LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2024

The directors present their report and the financial statements for the year ended 31 March 2024.

Directors' responsibilities statement

The directors are responsible for preparing the Strategic report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Company's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The profit for the year, after taxation, amounted to £2,047,355 (2023 - £2,078,393).

During the year, dividends of £501,200 were paid (2023: £922,200).

Directors

The directors who served during the year were:

M Keisner 
K Leung 
R Murphy 

Future developments

The company continues to organically develop its business by expanding: customer service; products; and geographical reach. Additionally, it is focused on attaining further certification and approvals for its products and services.

Page 3

 
EVOLUTION FASTENERS (UK) LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Post balance sheet events

There have been no significant events affecting the Company since the year end.

Auditors

The auditorsXeinadin Audit Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 18 November 2024 and signed on its behalf.
 





M Keisner
Director

Page 4

 
EVOLUTION FASTENERS (UK) LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF EVOLUTION FASTENERS (UK) LIMITED
 

Opinion


We have audited the financial statements of Evolution Fasteners (UK) Limited (the 'Company') for the year ended 31 March 2024, which comprise the Statement of comprehensive income, the Balance sheet, the Statement of changes in equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Company's affairs as at 31 March 2024 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Conclusions relating to going concern


In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.


Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.


Page 5

 
EVOLUTION FASTENERS (UK) LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF EVOLUTION FASTENERS (UK) LIMITED (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' report thereon. The directors are responsible for the other information contained within the Annual ReportOur 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.


Opinion on other matters prescribed by the Companies Act 2006
 

In our opinion, based on the work undertaken in the course of the audit:


the information given in the Strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

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


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


adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Responsibilities of directors
 

As explained more fully in the Directors' responsibilities statement set out on page 3, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


In preparing the financial statements, the directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.


Page 6

 
EVOLUTION FASTENERS (UK) LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF EVOLUTION FASTENERS (UK) LIMITED (CONTINUED)


Auditors' responsibilities for the audit of the financial statements
 

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' 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.


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
- Enquiry of management and those charged with governance around actual and potential litigation and claims to identify any instances of non-compliance with laws and regulations;
- Reviewing minutes of meetings of meetings of those charged with governance;
- Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations
- Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias.
Firstly, the Company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation and we assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.
Secondly, the Company is subject to many other laws and regulations where the consequence of non compliance could have a material effect on amounts or disclosures in the financial statements. Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the directors and other management and inspection of regulatory and legal correspondence, if any. Therefore, if a breach of operational regulations is not disclosed to us or evident from relevant correspondence, an audit will not detect that breach.


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' 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 2006Our 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 Auditors' 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.


Page 7

 
EVOLUTION FASTENERS (UK) LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF EVOLUTION FASTENERS (UK) LIMITED (CONTINUED)





Alexander Wall ACA (Senior statutory auditor)
  
for and on behalf of
Xeinadin Audit Limited
 
Chartered Accountants & Statutory Auditors
  
8th Floor Becket House
36 Old Jewry
London
EC2R 8DD

18 November 2024
Page 8

 
EVOLUTION FASTENERS (UK) LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2024

2024
2023
Note
£
£

  

Turnover
 4 
12,021,564
12,644,773

Cost of sales
  
(7,892,035)
(8,092,018)

Gross profit
  
4,129,529
4,552,755

Administrative expenses
  
(2,296,406)
(2,005,066)

Other operating income
 5 
3,000
26,500

Operating profit
 6 
1,836,123
2,574,189

Income from shares in group undertakings
 10 
770,548
-

Interest receivable and similar income
 11 
1,148
40

Interest payable and similar expenses
 12 
(46,628)
(32,471)

Profit before tax
  
2,561,191
2,541,758

Tax on profit
 13 
(513,836)
(463,365)

Profit for the financial year
  
2,047,355
2,078,393

There were no recognised gains and losses for 2024 or 2023 other than those included in the statement of comprehensive income.

There was no other comprehensive income for 2024 (2023:£NIL).

The notes on pages 13 to 29 form part of these financial statements.

Page 9

 
EVOLUTION FASTENERS (UK) LIMITED
REGISTERED NUMBER: 04042865

BALANCE SHEET
AS AT 31 MARCH 2024

2024
2023
Note
£
£

Fixed assets
  

Intangible assets
 15 
61,424
69,722

Tangible assets
 16 
179,535
187,877

Investments
 17 
501,238
287,563

  
742,197
545,162

Current assets
  

Stocks
 18 
5,885,169
5,381,354

Debtors: amounts falling due within one year
 19 
4,661,326
3,932,583

Cash at bank and in hand
 20 
741,061
403,742

  
11,287,556
9,717,679

Creditors: amounts falling due within one year
 21 
(2,248,258)
(2,019,875)

Net current assets
  
 
 
9,039,298
 
 
7,697,804

Total assets less current liabilities
  
9,781,495
8,242,966

Provisions for liabilities
  

Deferred tax
 22 
(37,065)
(44,691)

  
 
 
(37,065)
 
 
(44,691)

Net assets
  
9,744,430
8,198,275


Capital and reserves
  

Called up share capital 
 23 
51,000
51,000

Share premium account
 24 
115,000
115,000

Profit and loss account
 24 
9,578,430
8,032,275

  
9,744,430
8,198,275


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 18 November 2024.




M Keisner
Director

The notes on pages 13 to 29 form part of these financial statements.

Page 10

 
EVOLUTION FASTENERS (UK) LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£

At 1 April 2023
51,000
115,000
8,032,275
8,198,275


Comprehensive income for the year

Profit for the year

-
-
2,047,355
2,047,355


Other comprehensive income for the year
-
-
-
-


Total comprehensive income for the year
-
-
2,047,355
2,047,355


Contributions by and distributions to owners

Dividends: Equity capital
-
-
(501,200)
(501,200)


Total transactions with owners
-
-
(501,200)
(501,200)


At 31 March 2024
51,000
115,000
9,578,430
9,744,430


The notes on pages 13 to 29 form part of these financial statements.

Page 11

 
EVOLUTION FASTENERS (UK) LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2023


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£

At 1 April 2022
51,000
115,000
6,876,082
7,042,082


Comprehensive income for the year

Profit for the year

-
-
2,078,393
2,078,393


Other comprehensive income for the year
-
-
-
-


Total comprehensive income for the year
-
-
2,078,393
2,078,393


Contributions by and distributions to owners

Dividends: Equity capital
-
-
(922,200)
(922,200)


Total transactions with owners
-
-
(922,200)
(922,200)


At 31 March 2023
51,000
115,000
8,032,275
8,198,275


The notes on pages 13 to 29 form part of these financial statements.

Page 12

 
EVOLUTION FASTENERS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

1.


General information

Evolution Fasteners (UK) Limited is a private Company, limited by shares incorporated in England and Wales, United Kingdom. The Company's registration number is 04042865 and address of registered office 1 Oaks Court, Warwick Road, Borehamwood, Hertfordshire, WD6 1GS.
The principal activity of the Company is the manufacture and distribution of premium quality, high performance fasteners for the construction industry.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).

 
2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Evolution Fasteners (Holdings) Limited as at 31st March 2024 and these financial statements may be obtained from Companies House, Crown Way, Cardiff, CF14 3UZ.

 
2.3

Exemption from preparing consolidated financial statements

The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.

Page 13

 
EVOLUTION FASTENERS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

2.Accounting policies (continued)

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the Company has transferred the significant risks and rewards of ownership to the buyer;
the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

 
2.5

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.6

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.7

Finance costs

Finance costs are charged to profit or loss 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.

 
2.8

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Company in independently administered funds.

Page 14

 
EVOLUTION FASTENERS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

2.Accounting policies (continued)

 
2.9

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.


 
2.10

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.

 The estimated useful lives range as follows:

Research and Development
-
Reducing balance over 5 years
Trademarks
-
10% straight line method

 
2.11

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Page 15

 
EVOLUTION FASTENERS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

2.Accounting policies (continued)


2.11
Tangible fixed assets (continued)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the following methods .

Depreciation is provided on the following basis:

Leasehold improvement
-
10% straight line method
Plant and machinery
-
10-25% straight line method
Motor vehicles
-
20% reducing balance
Testing Laboratory
-
12.5% straight line method

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.12

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.13

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.



 
2.14

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.15

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.16

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.17

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS
Page 16

 
EVOLUTION FASTENERS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

2.Accounting policies (continued)


2.17
Financial instruments (continued)

102 to all of its financial instruments.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

Impairment of financial assets

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

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 the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the
Page 17

 
EVOLUTION FASTENERS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

2.Accounting policies (continued)


2.17
Financial instruments (continued)

present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Other financial instruments

Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.

Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

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

 
2.18

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

Page 18

 
EVOLUTION FASTENERS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

3.


Judgments in applying accounting policies 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 recognised 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 revision and future periods where the revision affects both current and future periods.
Critical judgements
Obsolete stock -  The products that the Company stores are not prone to be perishable and tend to have a long shelf life. The Company reviews stock on a regular basis for any indication of obsolete items and where any are found a necessary provision is made.
The directors are of the view that there are no further critical judgements in applying their accounting policies that have had a significant effect on amounts recognised in the financial statements.
Key sources of estimation uncertainty
The directors are of the view that there are no estimates or assumptions that have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities.


4.


Turnover

An analysis of turnover by class of business is as follows:


2024
2023
£
£

Manufacture and distribution of fasteners
12,021,564
12,644,773

12,021,564
12,644,773


All turnover arose within the United Kingdom.


5.


Other operating income

2024
2023
£
£

COVID 19 insurance loss claim
-
25,500

Development grant
3,000
1,000

3,000
26,500


Page 19

 
EVOLUTION FASTENERS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

6.


Operating profit

The operating profit is stated after charging:

2024
2023
£
£

Other operating lease rentals
320,337
254,130

Depreciation
51,216
54,340

Amortisation
10,766
9,457


7.


Auditors' remuneration

During the year, the Company obtained the following services from the Company's auditors:


2024
2023
£
£

Fees payable to the Company's auditors for the audit of the Company's financial statements
16,875
16,875

The Company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent Company.


8.


Employees

Staff costs, including directors' remuneration, were as follows:


2024
2023
£
£

Wages and salaries
1,339,116
1,231,505

Cost of defined contribution scheme
61,369
56,178

1,400,485
1,287,683


The average monthly number of employees, including the directors, during the year was as follows:


        2024
        2023
            No.
            No.







Sales, administration and distribution employees
28
28

Page 20

 
EVOLUTION FASTENERS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

9.


Directors' remuneration

2024
2023
£
£

Directors' emoluments
238,609
171,745

Company contributions to defined contribution pension schemes
9,200
8,593

247,809
180,338


During the year retirement benefits were accruing to 2 directors (2023 - 2) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £109,338 (2023 - £102,550).

The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £5,775 (2023 - £5,355).


10.


Income from shares in group undertakings

2024
2023
£
£

Income from investments in group companies
770,548
-

770,548
-







11.


Interest receivable

2024
2023
£
£


Other interest receivable
1,148
40

1,148
40


12.


Interest payable and similar expenses

2024
2023
£
£


Bank interest payable
46,628
19,587

Other interest payable
-
12,884

46,628
32,471

Page 21

 
EVOLUTION FASTENERS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

13.


Taxation


2024
2023
£
£

Corporation tax


Current tax on profits for the year
458,664
457,455

Adjustments in respect of previous periods
62,798
-


521,462
457,455


Total current tax
521,462
457,455

Deferred tax


Fixed asset timing differences
(7,626)
5,929

Short term timing differences
-
(19)

Total deferred tax
(7,626)
5,910


Tax on profit
513,836
463,365

Factors affecting tax charge for the year

The tax assessed for the year is the same as (2023 - the same as) the standard rate of corporation tax in the UK of 25% (2023 - 19%) as set out below:

2024
2023
£
£


Profit on ordinary activities before tax
2,561,191
2,541,758


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 19%)
640,298
482,934

Effects of:


Fixed asset differences
-
(2,953)

Expenses not deductible for tax purposes
3,377
1,345

Exempt ABGH distributions
(192,637)
-

Remeasurement of deferred tax for changes in tax rates
-
1,419

Adjustments to brought forward values
-
(19,380)

Adjustments to tax charge in respect of previous periods
62,798
-

Total tax charge for the year
513,836
463,365

Page 22

 
EVOLUTION FASTENERS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
 
13.Taxation (continued)


Factors that may affect future tax charges

There were no factors that may affect future tax charges.


14.


Dividends

2024
2023
£
£


Dividends paid in the year
501,200
922,200

501,200
922,200


15.


Intangible assets




Research & development
Trademarks
Total

£
£
£



Cost


At 1 April 2023
164,279
16,626
180,905


Additions - internal
2,028
440
2,468



At 31 March 2024

166,307
17,066
183,373



Amortisation


At 1 April 2023
96,982
14,201
111,183


Charge for the year on owned assets
9,103
1,663
10,766



At 31 March 2024

106,085
15,864
121,949



Net book value



At 31 March 2024
60,222
1,202
61,424



At 31 March 2023
67,297
2,425
69,722



Page 23

 
EVOLUTION FASTENERS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

16.


Tangible fixed assets





Leasehold improvements
Plant and machinery
Motor vehicles
Testing Laboratory
Total

£
£
£
£
£



Cost or valuation


At 1 April 2023
67,127
350,764
12,741
366,991
797,623


Additions
7,564
7,714
21,298
16,563
53,139


Disposals
-
-
(10,998)
-
(10,998)



At 31 March 2024

74,691
358,478
23,041
383,554
839,764



Depreciation


At 1 April 2023
49,568
237,161
2,548
320,469
609,746


Charge for the year on owned assets
2,700
31,182
2,772
14,562
51,216


Disposals
-
-
(733)
-
(733)



At 31 March 2024

52,268
268,343
4,587
335,031
660,229



Net book value



At 31 March 2024
22,423
90,135
18,454
48,523
179,535



At 31 March 2023
17,559
113,603
10,193
46,522
187,877


17.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 April 2023
287,563


Additions
213,675



At 31 March 2024
501,238




During the year, Evolution Fasteners (UK) Limited acquired £213,675 additional share premium in Evolution Fasteners (NL) BV.

Page 24

 
EVOLUTION FASTENERS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Principal activity

Class of shares

Holding

Evolution Fasteners (IE) Limited
Unit 11, Finglas Business Centre, Jamestown Road, Finglas, Dublin 11, Dublin
Manufacture and distribution of premium quality, high performance fasteners
Ordinary
100%
Evolution Fasteners (NL) BV
Pastoorslaan 57
Hillegom
2182 BW
Netherlands
Manufacture and distribution of premium quality, high performance fasteners
Ordinary
100%
Evolution Fasteners (HK) Limited
Unit 2212, 22/F, CC Wu Building, 302-308 Hennessy Road, Wanchai, Hong Kong
Manufacture and distribution of premium quality, high performance fasteners
Ordinary
100%
Evolution Fasteners (NL) BV
Pastoorslaan 57
Hillegom
2182 BW
Netherlands
Manufacture and distribution of premium quality, high performance fasteners
Ordinary
100%
Evolution Fasteners (HK) Limited
Unit 2212, 22/F, CC Wu Building, 302-308 Hennessy Road, Wanchai, Hong Kong
Manufacture and distribution of premium quality, high performance fasteners
Ordinary
100%

Page 25

 
EVOLUTION FASTENERS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

18.


Stocks

2024
2023
£
£

Finished goods and materials
5,885,169
5,381,354

5,885,169
5,381,354


Page 26

 
EVOLUTION FASTENERS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

19.


Debtors

2024
2023
£
£


Trade debtors
2,583,945
2,506,852

Amounts owed by group undertakings
1,961,007
1,273,266

Other debtors
-
44,289

Prepayments and accrued income
116,374
108,176

4,661,326
3,932,583



20.


Cash and cash equivalents

2024
2023
£
£

Cash at bank and in hand
741,061
403,742

741,061
403,742



21.


Creditors: Amounts falling due within one year

2024
2023
£
£

Trade creditors
303,174
251,450

Amounts owed to group undertakings
49,433
6,048

Corporation tax
261,462
291,159

Other taxation and social security
324,433
316,959

Proceeds of factored debts
1,157,430
968,175

Other creditors
61,781
118,980

Accruals and deferred income
90,545
67,104

2,248,258
2,019,875


HSBC UK Bank PLC has a fixed and floating charge over all assets and a legal assignment of contract monies. The floating charge  covers all the property or undertaking of the company. This contains a negative pledge.
HSBC Invoice Finance (UK) LTD has a fixed and floating charge. The floating charge  covers all the property or undertaking of the company. This contains a negative pledge.

Page 27

 
EVOLUTION FASTENERS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

22.


Deferred taxation




2024


£






At beginning of year
(44,691)


Charged to profit or loss
7,626



At end of year
(37,065)

The provision for deferred taxation is made up as follows:

2024
2023
£
£


Fixed asset timing differences
(38,398)
(45,837)

Short term timing differences
1,333
1,146

(37,065)
(44,691)


23.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



51,000 (2023 - 51,000) Ordinary shares of £1.00 each
51,000
51,000



24.


Reserves

Share premium account

Share premium includes any premium recevied on issue of share capital. Any transaction costs associated with the issuing of shares are deducted from share premium. 

Profit and loss account

Profit and loss includes all current and prior periods retained profit.

Page 28

 
EVOLUTION FASTENERS (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

25.


Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company  in an independently administered fund. The pension cost charge represents contributions payable by the Company  to the fund and amounted to £61,369 (2023: £56,178). Contributions totalling £7,637 (2023: £6,536) were payable to the fund at the balance sheet date and are included in creditors.


26.


Commitments under operating leases

At 31 March 2024 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2024
2023
£
£


Not later than 1 year
251,730
233,524

Later than 1 year and not later than 5 years
787,229
811,171

Later than 5 years
521,987
710,811

1,560,946
1,755,506


27.


Related party transactions

During the year the Company had a loan account with the directors. Advances totalled £100,002 (2023: £151,461) and credits totalled £39,798 (2023: £245,737). At the year end the directors were owed by the Company £52,240 (2023: £112,444). The amount owed to the directors was fully repaid after the year end.
At the year end there were amounts owed to Evolution Fasteners (UK) Limited by a connected party. Amounts owed were £NIL (2023: £18,789).
The Company has taken the exemption available to not disclose transactions within the year, between wholly owned subsidiaries, within the Group.


28.


Controlling party

The ultimate parent is Evolution Fasteners (Holdings) Limited, a Company registered in England and Wales.
The ultimate controlling party is M Keisner by virtue of his shareholding of the parent company Evolution Fasteners (Holdings) Limited.
 
The Company is a wholly owned subsidiary of Evolution Fasteners (Holdings) Limited. It is included in the consolidated financial statements of Evolution Fasteners (Holdings) Limited. Therefore the Company is exempt by virtue of section 400 of the Companies Act 2006 from the requirement to prepare consolidated financial statements. The consolidated financial statements of Evolution Fasteners (Holdings) Limited as at 31 March 2024 may be obtained from Companies House, Crown Way, Cardiff, CF14 3UZS.
These financial statements are the Company's separate financial statements.

Page 29

 
EVOLUTION FASTENERS (UK) LIMITED