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Registered number: 15191163
Hispec Electrical Holdings Limited
Strategic Report, Directors' Report and
Financial Statements
For the Period 5 October 2023 to 31 March 2024
Ascendis Group
Unit 3, Building 2, The Colony
Altrincham Road
Wilmslow
Cheshire
SK9 4LY
Contents
Page
Company Information 1
Strategic Report 2
Directors' Report 3—4
Independent Auditor's Report 5—8
Consolidated Statement of Comprehensive Income 9
Consolidated Statement of Financial Position 10
Company Statement of Financial Position 11
Consolidated Statement of Changes in Equity 12
Consolidated Statement of Cash Flows 13
Notes to the Consolidated Statement of Cash Flows 14
Notes to the Financial Statements 15—28
Page 1
Company Information
Directors Mr W L Loughlin
Mr C R Loughlin
Mr N Kilgallon
Company Number 15191163
Registered Office 21 Drumhead Road
Chorley North Business Park
Chorley
Lancashire
PR6 7BX
Accountants Ascendis Group
Unit 3, Building 2, The Colony
Altrincham Road
Wilmslow
Cheshire
SK9 4LY
Auditors Ascendis Audit Limited
Unit 3, Building 2, The Colony
Altrincham Road
Wilmslow
Cheshire
SK9 4LY
Page 1
Page 2
Strategic Report
The directors present their strategic report for the period ended 31 March 2024.
Principal Activity
The principal activity of the company is that of a holding company.
The principal activity of the group is that of the design, development and supply of life safety housing solutions.
Review of the Business
During the year a group restructuring exercise was undertaken to faciliate the exit of a major shareholder. The group was established on 23 January 2023 and the group results only reflect just over two months trading of its subsidiary undertaking, Hispec Electrical Products Limited. 
For this reason the directors consider it not appropriate for a review of the profit and loss account.
Outside of trading, the group made several positive steps in the period, including further significant investment into product development, quality and compliance. Additionally, the group was awarded EcoVardis Bronze award for its progress on sustainability. 
Principal Risks and Uncertainties
The directors consider the main risk, in addition to the financial instruments risks included within the Directors' Report, are the general economic conditions.
Future Developments
The group has enjoyed a strong start to the current year ending 31 March 2025. This includes several new product launches as well as a diversification of its customer base. Accordingly, the group expects to show significant growth in the year.
Dividends
Dividends paid during the period amounted to £90,000. The directors do not recommend a final dividend.
Key Performance Indicators
The only relevant group key performance indicators (KPIs) in this initial period are as follows:
2024
£
Gross profit percentage
33.7%
Current ratio
1.46
The group was only established on 23 January 2024 so the group results only reflect just over two months' trading of its subsidiary undertaking, Hispec Electrical Products Limited. It is therefore not possible to give any meaningful commentary on the group's performance set out in these financial statements.
In addition to the KPIs above management monitor the levels of overheads incurred.
On behalf of the board
Mr N Kilgallon
Director
22nd January 2025
Page 2
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Directors' Report
The directors present their report and the financial statements for the period ended 31 March 2024.
Financial Instruments
The group uses various financial instruments which include cash, loans and various other items such as trade debtors and trade creditors that arise directly from operations. The main purpose of these financial instruments is to raise finance for the group’s operations. Their existence exposes the group to a number of financial risks. The significant risks arising from the group’s financial instruments are credit risk, interest rate risk and foreign exchange risk.
Credit risk
The group's principal financial assets are cash at bank and trade debtors. The credit risk associated with cash at bank is limited as the bank has a high credit rating assigned by international credit-rating agencies. The principal credit risk therefore arises from its trade debtors.
In order to manage credit risk strict controls regarding credit limits and payment terms are set and also controlled by a thorough onboarding process for customers wishing to obtain credit terms.
Interest rate risk
The group has a bank loan in place subject to a variable interest rate and is therefore exposed to interest rate risk. Management continually monitor interest rates in order to react to and minimise any potential exposure.
Foreign exchange risk
The group purchases goods from abroad and this could lead to foreign exchange risk exposure.
In order to manage foreign exchange risk exposure the group enters into hedging arrangements to reduce the exposure as far as possible.
Directors
The directors who held office during the period were as follows:
Mr W L Loughlin Appointed 05/10/2023
Mr C R Loughlin Appointed 05/10/2023
Mr N Kilgallon Appointed 05/10/2023
Matters covered in the Strategic Report
Disclosures required under s416(4) of the Companies Act 2006 are commented upon in the Strategic Report as the directors consider them to be of strategic importance to the business.
Statement of Directors' Responsibilities
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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising FRS102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing the financial statements the directors are required to:
  • select suitable accounting policies and then apply them consistently;
  • make judgments and accounting estimates that are reasonable and prudent;
  • state whether applicable United Kingdom Accounting Standards, comprising FRS102, have been followed subject to any material departures disclosed and explained in the financial statements;
  • 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 enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
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The directors are responsible for the maintenance and integrity of the corporate and financial information included on the company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
Statement of Disclosure of Information to Auditors
In the case of each director in office at the date the Directors' Report is approved:
  • so far as the director is aware, there is no relevant audit information of which the company's auditors are unaware; and
  • they have taken all the steps that they ought to have taken as directors in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information.
Independent Auditors
The auditors, Ascendis Audit Limited, who were appointed in  the current period, are recommended for reappointment under s485 of the Companies Act 2006.
On behalf of the board
Mr N Kilgallon
Director
22nd January 2025
Page 4
Page 5
Independent Auditor's Report
Opinion
We have audited the financial statements of Hispec Electrical Holdings Limited (the "parent company") and its subsidiaries (the "group") for the period ended 31 March 2024 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Statement of Financial Position, Company Statement of Financial Position, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Statement of Cash Flows and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland".
In our opinion the financial statements:
  • give a true and fair view of the state of the group's and of the parent company's affairs as at 31 March 2024 and of the group's loss for the period 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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions Relating to Going Concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the entity's ability to continue as a going concern for a period of at least 12 months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Other Information
The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, 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 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 the audit:
  • the information given in the Strategic Report and Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
  • the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.
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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 or 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—4, 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.
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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: 
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.
Based on our understanding of the group and sector, we identified that the principal risks of non-compliance with laws and regulations related to, but was not limited to, the Electrical Equipment (Safety) Regulations 2016, the Health & Safety Act 1974, and the Employment Act 2022, and we considered the extent to which non-compliance might have a material effect on the financial statements.
We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006.
We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls) and determined that the principal risks were related to management bias in accounting estimates and judgements and in fraudulent revenue recognition.
Our procedures to respond to risks identified included the following:
• reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
• enquiring of management about actual and potential litigation and claims;
• performing sample testing of all sales categories, stock costing and cut off testing;
• performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud; and
• addressing the risk of fraud through management override of controls: testing the appropriateness of journal entries;
assessing whether the accounting estimates, judgements and decisions made by management are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.
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.
There are inherent limitations in our audit procedures described above. The more removed the laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to inquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
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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 that 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.
Paul Allan Byrne BA (Double Hons) FCA (Senior Statutory Auditor)
for and on behalf of Ascendis Audit Limited , Statutory Auditor
22nd January 2025
Ascendis Audit Limited
Unit 3, Building 2, The Colony
Altrincham Road
Wilmslow
Cheshire
SK9 4LY
Page 8
Page 9
Consolidated Statement of Comprehensive Income
31 March 2024
Notes £
TURNOVER 3 1,632,414
Cost of sales (1,082,329 )
GROSS PROFIT 550,085
Administrative expenses (880,230 )
OPERATING LOSS 4 (330,145 )
Other interest receivable and similar income 9 14,114
Interest payable and similar charges 10 (54,514 )
LOSS BEFORE TAXATION (370,545 )
Tax on Loss 11 13,655
LOSS AFTER TAXATION BEING LOSS FOR THE FINANCIAL PERIOD ATTRIBUTABLE TO THE OWNERS OF THE PARENT (356,890 )
OTHER COMPREHENSIVE INCOME FOR THE PERIOD -
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD ATTRIBUTABLE TO THE OWNERS OF THE PARENT (356,890 )
The notes on pages 14 to 28 form part of these financial statements.
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Consolidated Statement of Financial Position
Registered number: 15191163
31 March 2024
Notes £ £
FIXED ASSETS
Intangible Assets 12 16,659,426
Tangible Assets 13 184,141
16,843,567
CURRENT ASSETS
Stocks 15 3,942,170
Debtors 16 2,958,893
Cash at bank and in hand 234,893
7,135,956
Creditors: Amounts Falling Due Within One Year 17 (4,883,974 )
NET CURRENT ASSETS (LIABILITIES) 2,251,982
TOTAL ASSETS LESS CURRENT LIABILITIES 19,095,549
Creditors: Amounts Falling Due After More Than One Year 18 (2,965,302 )
PROVISIONS FOR LIABILITIES
Deferred Taxation 20 (27,137 )
NET ASSETS 16,103,110
CAPITAL AND RESERVES
Called up share capital 22 100
Share premium account 16,549,900
Income Statement (446,890 )
SHAREHOLDERS' FUNDS 16,103,110
On behalf of the board
Mr N Kilgallon
Director
22nd January 2025
The notes on pages 14 to 28 form part of these financial statements.
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Company Statement of Financial Position
Registered number: 15191163
31 March 2024
Notes £ £
FIXED ASSETS
Investments 14 28,190,255
28,190,255
CURRENT ASSETS
Debtors 16 48,516
Cash at bank and in hand 19
48,535
Creditors: Amounts Falling Due Within One Year 17 (8,777,772 )
NET CURRENT ASSETS (LIABILITIES) (8,729,237 )
TOTAL ASSETS LESS CURRENT LIABILITIES 19,461,018
Creditors: Amounts Falling Due After More Than One Year 18 (2,965,302 )
NET ASSETS 16,495,716
CAPITAL AND RESERVES
Called up share capital 22 100
Share premium account 16,549,900
Income Statement (54,284 )
SHAREHOLDERS' FUNDS 16,495,716
In accordance with section 408(3) of the Companies Act 2006, the company has not presented its own profit and loss account and the related notes. The company's profit for the period was £ 35,716 .
These accounts have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The company has taken advantage of section 444(1) of the Companies Act 2006 and opted not to deliver to the registrar a copy of the company's Income Statement.
On behalf of the board
N Kilgallon
Director
22nd January 2025
The notes on pages 14 to 28 form part of these financial statements.
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Consolidated Statement of Changes in Equity
Share Capital Share Premium Income Statement Total
£ £ £ £
As at 5 October 2023 - - - -
Loss for the period and total comprehensive income - - (356,890 ) (356,890)
Dividends paid - - (90,000) (90,000)
Arising on shares issued during the period 100 16,549,900 - 16,550,000
As at 31 March 2024 100 16,549,900 (446,890 ) 16,103,110
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Consolidated Statement of Cash Flows
31 March 2024
Notes £
Cash flows from operating activities
Net cash generated from operations 1 5,005,214
Interest paid (54,514 )
Tax paid (73,504 )
Net cash generated from operating activities 4,877,196
Cash flows from investing activities
Purchase of tangible assets (13,431 )
Purchase of investment in subsidiary undertaking (8,865,143 )
Interest received 14,114
Net cash used in investing activities (8,864,460 )
Cash flows from financing activities
Proceeds from issue of share capital 100
Equity dividends paid (90,000 )
Proceeds from new bank borrowings 4,000,000
Repayment of bank borrowings (141,807 )
Amount introduced by directors 12,473
Net cash generated from financing activities 3,780,766
Decrease in cash and cash equivalents (206,498 )
Cash and cash equivalents at beginning of period 2 -
Cash and cash equivalents at end of period 2 (206,498 )
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Notes to the Consolidated Statement of Cash Flows
1. Reconciliation of loss for the financial period to cash generated from operations
31 March 2024
£
Loss for the financial period (356,890 )
Adjustments for:
Tax on loss (13,655 )
Interest expense 54,514
Interest income (14,114 )
Amortisation of intangible assets 314,589
Depreciation of tangible assets 10,931
Movements in working capital:
Increase in stocks (399,491 )
Decrease in trade and other debtors 6,125,252
Decrease in trade and other creditors (715,922 )
Net cash generated from operations 5,005,214
2. Cash and cash equivalents
Cash and cash equivalents, as stated in the Statement of Cash Flows, relates to the following items in the Balance Sheet:
31 March 2024
£
Cash at bank and in hand 234,893
Overdraft facilities repayable on demand (441,391 )
Cash and cash equivalents as stated in the Statement of Cash Flows (206,498)
3. Analysis of changes in net debt
As at 5 October 2023 Cash flows Acquisition and disposal of subsidiaries As at 31 March 2024
£ £ £ £
Cash at bank and in hand - 119,411 115,482 234,893
Overdraft facilities repayable on demand - (201,117) (240,274) (441,391)
Cash and cash equivalents - (81,706) (124,792) (206,498 )
Debts falling due within one year - (892,891) (2,180,118) (3,073,009 )
Debts falling due after more than one year - (2,965,302) - (2,965,302)
- (3,939,899) (2,304,910) (6,244,809)
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Notes to the Financial Statements
1. General Information
Hispec Electrical Holdings Limited is a private company, limited by shares, incorporated in England & Wales, registered number 15191163 . The registered office, and principal place of business, is 21 Drumhead Road, Chorley North Business Park, Chorley, Lancashire, PR6 7BX.
The presentational currency of the financial statements is Pound Sterling (£).
Amounts in these financial statements are rounded to the nearest £.
2. Accounting Policies
2.1. Basis of Preparation of Financial Statements
The financial statements have been prepared under the historical cost convention and in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland'' and the Companies Act 2006.
2.2. Basis Of Consolidation
The group consolidated financial statements include the financial statements of the company and all of its subsidiary undertakings made up to 31 March 2024.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. Where the group owns less than 50% of the voting powers of an entity but controls the entity by virtue of an agreement with other investors which give it control of the financial and operating policies of the entity, it accounts for that entity as a subsidiary.
Any subsidiary undertakings or associates sold or acquired during the year are included up to, or from, the dates of change of control or change of significant influence respectively.
2.3. Business Combinations
Business combinations are accounted for by applying the purchase method.
The cost of a business combination is the fair value of the consideration given, liabilities incurred or assumed and of equity instruments issued plus the costs directly attributable to the business combination. Where control is achieved in stages the cost is the consideration at the date of each transaction.
On acquisition of a business, fair values are attributed to the identifiable assets, liabilities and contingent liabilities unless the fair value cannot be measured reliably, in which case the value is incorporated in goodwill. Intangible assets are only recognised separately from goodwill where they are separable and arise from contractual or other legal rights. Where the fair value of contingent liabilities cannot be reliably measured they are disclosed on the same basis as other contingent liabilities.
2.4. Going Concern Disclosure
The directors have not identified any material uncertainties related to events or conditions that may cast significant doubt about the company's ability to continue as a going concern.
2.5. Significant judgements and estimations
The preparation of the financial statements requires management to make judgements, estimates and assumptions
that affect the amounts reported for assets and liabilities at the reporting date and amounts reported for revenues and
expenses during the period. However, the nature of estimation means that actual outcomes might differ from those
estimates.
The following estimates have been made by the directors in applying the group's accounting policies:
Customer rebates
In order to provide for rebates due to customers at the reporting date, management are required to estimate rebate levels due to each qualifying customer.
Amortisation of goodwill
The directors have estimated the useful economic life of goodwill to be 10 years.
2.6. Turnover
Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added
taxes when the significant risks and rewards of ownership have been transferred to the buyer. In general this occurs
on despatch of the goods.
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2.7. Intangible Fixed Assets and Amortisation - Goodwill
Goodwill represents the excess of the cost of a business combination over the fair value of the group’s share of the identifiable net assets, liabilities and contingent liabilities acquired.
Goodwill arising on the acquisition of subsidiaries is included in Intangible Assets.
Goodwill is amortised over its expected useful life which is estimated to be 10 years.
Goodwill is assessed for impairment when there are indicators of impairment and any impairment is charged to the Consolidated Statement of Comprehensive Income.
2.8. Intangible Fixed Assets and Amortisation - Other Intangible
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less
any accumulated amortisation and any accumulated impairment losses.
Patents and licences are being amortised evenly over their estimated useful life of ten years.
Development costs are not yet being amortised as the assets have not yet been brought into use.
2.9. Research and Development
In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research is recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised.
If it is not possible to distinguish between the research phase and the development phase of an internal project the expenditure is treated as if it were all incurred in the research phase only.
2.10. Tangible Fixed Assets and Depreciation
Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided at rates calculated to write off the cost of the fixed assets, less their estimated residual value, over their expected useful lives on the following bases:
Leasehold 20% on straight line
Plant & Machinery 25% on reducing balance
Motor Vehicles 25% on reducing balance
Fixtures & Fittings 25% on reducing balance
Computer Equipment 25% on straight line
The assets' residual values, useful lives and depreciation methods are reviewed and, adjusted prospectively if
appropriate, or if there is an indication of 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 the income statement.
2.11. Leasing and Hire Purchase Contracts
Rentals applicable to operating leases where substantially all of the benefits and risks of ownership remain with the lessor are charged to income statement as incurred.
2.12. Stocks and Work in Progress
Stocks and work in progress are valued at the lower of cost and net realisable value after making due allowance for obsolete and slow-moving stocks.
At the end of each reporting period stocks are assessed for impairment. If an item of stock is impaired, the identified stock is reduced to its selling price less costs to complete and sell and an impairment charge is recognised in Consolidated Statement of Comprehensive Income. Where a reversal of the impairment is required the impairment charge is reversed, up to the original impairment loss, and is recognised as a credit in the Consolidated Statement of Comprehensive Income.
2.13. Cash and Cash Equivalents
Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks, other short-term highly liquid investments that mature in no more than three months from the date of acquisition and are readily convertible to a known amount of cash with insignificant risk of change in value, and bank overdrafts.
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2.14. Financial Instruments
Financial instruments are recognised in the group's statement of financial position when the group becomes party to the contractual provisions of the instrument.
All financial instruments are basic except for foreign currency forward exchange contracts which are recognised on the date the transaction takes place. See note "Derivative financial instruments - forward contracts".
Basic financial assets which include trade debtors and and cash and bank balances, and basic financial liabilities, which include trade creditors and loans, are measured at transaction price.
2.15. Foreign Currencies
Monetary assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the statement of financial position date. Transactions in foreign currencies are translated into sterling at the rate ruling on the date of the transaction. Exchange differences are taken into account in arriving at the operating profit.
2.16. Taxation
Income tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the statement of comprehensive income because of items of income or expense that are taxable or deductible in other years and 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 end of the reporting period.
Deferred tax is recognised on timing differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable timing differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible timing differences can be utilised. The carrying amount of deferred tax assets is reviewed at the end of each reporting period 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 assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. Deferred tax liabilities are presented within provisions for liabilities and deferred tax assets within debtors. The measurement of deferred tax liabilities and assets reflect the tax consequences that would follow from the manner in which the group expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.
Current or deferred tax for the year is recognised in profit or loss, except when they related to items that are recognised in Other Comprehensive Income or directly in equity, in which case, the current and deferred tax is also recognised in Other Comprehensive Income or directly in equity respectively.
2.17. Pensions
The group operates a defined contribution pension scheme. Contributions to the scheme are charged to the Consolidated Statement of Comprehensive Income in the period to which they relate.
2.18. Dividends
Equity dividends are recognised when they become legally payable. Interim dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders.
3. Turnover
Analysis of turnover by class of business is as follows:
31 March 2024
£
Sale of goods 1,632,414
Turnover by Geographic Analysis
All turnover arises from the United Kingdom.
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4. Operating Loss
The operating loss is stated after charging:
31 March 2024
£
Bad debts 18,926
Operating lease rentals 27,867
Depreciation of tangible fixed assets 10,931
Amortisation of intangible fixed assets 314,589
5. Auditor's Remuneration
Remuneration received by the company's auditors and their associates during the period was as follows:
31 March 2024
£
Audit Services
Audit of the group and company's financial statements 3,642
6. Staff Costs
Staff costs, including directors' remuneration, were as follows:
31 March 2024
£
Wages and salaries 196,475
Social security costs 20,275
Other pension costs 3,172
219,922
7. Average Number of Employees
Group
Average number of employees, including directors, during the period was as follows:
31 March 2024
Office and administration 24
Directors 2
26
Company
Average number of employees, including directors, during the period was: NIL
-
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8. Directors' remuneration
31 March 2024
£
Emoluments 16,068
Company contributions to money purchase pension schemes 136
16,204
The number of directors to whom retirement benefits were accruing was as follows:
31 March 2024
Money purchase pension schemes 2
9. Interest Receivable and Similar Income
31 March 2024
£
Bank interest receivable 12,280
Other interest receivable 1,834
14,114
10. Interest Payable and Similar Charges
31 March 2024
£
Bank loans and overdrafts 54,514
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11. Tax on Profit
The tax credit on the loss for the period was as follows:
Tax Rate 31 March 2024
31 March 2024 £
Current tax
UK Corporation Tax 25.0% (3,736 )
Deferred Tax
Deferred taxation (9,919 )
Total tax charge for the period (13,655 )
The actual credit for the period can be reconciled to the expected credit for the period based on the loss and the standard rate of corporation tax as follows:
31 March 2024
£
Profit before tax (370,545)
Tax on profit at 25% (UK standard rate) (92,636 )
Goodwill/depreciation not allowed for tax 82,015
Expenses not deductible for tax purposes 9,330
Capital allowances (13,270 )
Short term timing differences 906
Deferred tax from unrecognised tax loss or credit (9,919 )
Tax losses unutilised carried forward 9,919
Total tax charge for the period (13,655)
12. Intangible Assets
Group
Goodwill Other Development Costs Total
£ £ £ £
Cost
As at 5 October 2023 - - - -
Additions 16,885,800 - - 16,885,800
Other 30,000 220 88,079 118,299
As at 31 March 2024 16,915,800 220 88,079 17,004,099
Amortisation
As at 5 October 2023 - - - -
Provided during the period 314,585 4 - 314,589
Other 30,000 84 - 30,084
As at 31 March 2024 344,585 88 - 344,673
Net Book Value
As at 31 March 2024 16,571,215 132 88,079 16,659,426
As at 5 October 2023 - - - -
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The "other" row included within the intangible fixed assets table represents the cost and accumulated amortisation in respect of assets held by Hispec Electrical Products Limited at acquisition.
Company
The company had no intangible fixed assets as at 31 March 2024.
13. Tangible Assets
Group
Land & Property
Leasehold Plant & Machinery Motor Vehicles Fixtures & Fittings
£ £ £ £
Cost
As at 5 October 2023 - - - -
Additions 1,501 - - 1,063
Other 53,201 26,444 72,238 132,266
As at 31 March 2024 54,702 26,444 72,238 133,329
Depreciation
As at 5 October 2023 - - - -
Provided during the period 1,804 677 3,355 2,536
Other 13,427 12,702 14,892 82,473
As at 31 March 2024 15,231 13,379 18,247 85,009
Net Book Value
As at 31 March 2024 39,471 13,065 53,991 48,320
As at 5 October 2023 - - - -
Computer Equipment Total
£ £
Cost
As at 5 October 2023 - -
Additions 10,867 13,431
Other 54,334 338,483
As at 31 March 2024 65,201 351,914
Depreciation
As at 5 October 2023 - -
Provided during the period 2,559 10,931
Other 33,348 156,842
As at 31 March 2024 35,907 167,773
Net Book Value
As at 31 March 2024 29,294 184,141
As at 5 October 2023 - -
The "other" row included within the tangible fixed assets table represents the cost and accumulated depreciation in respect of assets held by Hispec Electrical Products Limited at acquisition.
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Company
The company had no tangible fixed assets as at 31 March 2024.
14. Investments
Company
Unlisted
£
Cost
As at 5 October 2023 -
Additions 28,190,255
As at 31 March 2024 28,190,255
Provision
As at 5 October 2023 -
As at 31 March 2024 -
Net Book Value
As at 31 March 2024 28,190,255
As at 5 October 2023 -
Subsidiaries
Details of the company's subsidiaries as at 31 March 2024 are as follows:
Name of undertaking Registered Office Class of shares held Direct holding Indirect holding
Hispec Electrical Products Ltd 21 Drumhead Road, Chorley North Business Park, Chorley, Lancashire, PR6 7BX Ordinary 100.00% -
Powergolf Ltd. Suite A, 2nd Floor Kennedy House, 31 Stamford Street, Altrincham, Cheshire, WA14 1ES Ordinary - 100.00%
Powergolf Ltd. has been excluded from consolidation under section 405(2) of the Companies Act 2016 as it is not material to the group's financial position. 
Capital and Reserves Profit/(loss)
£ £
Powergolf Ltd. 2 -
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15. Stocks
31 March 2024
£
Goods for resale 3,942,170
Movements in the stock provision are shown below: 
2024
£
Provisions on acquisition of subsidiary
57,253
Increase in provisions
57,148
image
Provisions at 31 March
114,001
image
16. Debtors
Group Company
31 March 2024 31 March 2024
£ £
Due within one year
Trade debtors 2,453,387 -
Other debtors 505,506 38,597
Due after more than one year
Other debtors - 9,919
2,958,893 48,516
Movements in the bad debt provision are shown below:
2024
£
Provisions on acquisition of subsidiary
30,000
Increase in provisions
10,000
Provisions at 31 March
image40,000
image
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17. Creditors: Amounts Falling Due Within One Year
Group Company
31 March 2024 31 March 2024
£ £
Trade creditors 830,241 -
Bank loans and overdrafts 1,334,282 892,891
Other loans 2,180,118 2,180,118
Amounts owed to group undertakings - 5,702,763
Other creditors 133,076 -
Corporation tax 70,282 -
Taxation and social security 129,486 -
Accruals and deferred income 206,489 2,000
4,883,974 8,777,772
18. Creditors: Amounts Falling Due After More Than One Year
Group Company
31 March 2024 31 March 2024
£ £
Bank loans 2,965,302 2,965,302
Of the creditors the following amounts are secured:
Group
31 March 2024
£
Bank loans and overdrafts 4,299,584
The secured creditors are secured by a fixed and floating charge over the assets of the company. Interest on the bank loan is charged at 3% above the Bank of England base rate.
19. Loans
An analysis of the maturity of loans is given below:
Group Company
31 March 2024 31 March 2024
£ £
Amounts falling due within one year or on demand:
Bank loans 892,891 892,891
Other loans 2,180,118 2,180,118
3,073,009 3,073,009
Group Company
31 March 2024 31 March 2024
£ £
Amounts falling due between one and five years:
Bank loans 2,965,302 2,965,302
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20. Deferred Taxation
The provision for deferred tax is made up as follows:
31 March 2024
£
Other timing differences 27,137
Deferred tax is analysed as follows:
2024
£
Accelerated capital allowances
37,962
Short term timing differences
(906)
Tax losses
(9,919)
image
27,137
image
21. Provisions for Liabilities
Group
Deferred Tax Total
£ £
Additions 37,056 37,056
Utilised (9,919 ) (9,919)
Balance at 31 March 2024 27,137 27,137
22. Share Capital
31 March 2024
Allotted, called up and fully paid £
90 A Ordinary shares of £ 1.00 each 90
10 B Ordinary shares of £ 1.00 each 10
100
Shares issued during the period: £
90 A Ordinary shares of £ 1.00 each 90
10 B Ordinary shares of £ 1.00 each 10
100
On incorporation one ordinary share of £1 was issued. On 23 January 2024 the 1 ordinary share of £1 was redesignated as an A Ordinary share of £1.
On 23 January 2024 89 A Ordinary shares of £1 each were issued together with 10 B Ordinary shares of £1 each.
The consideration in respect of the share issues amounted to £28,050,000.
Rights
A Ordinary shares and B Ordinary shares - each share has full voting rights, full rights to participate in dividends, full rights to participate in a capital distribution and are non-redeemable.
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23. Business Combinations
Hispec Electrical Products Limited
On 23 January 2024 the group acquired 100% of the issued share capital of Hispec Electrical Products Limited, which was accounted for using the purchase method.
Net assets acquired
Book Values Adjustments Fair Value
£ £ £
Intangible Assets 88,215 - 88,215
Tangible Assets 181,642 - 181,642
Stocks 3,542,679 - 3,542,679
Debtors 9,816,501 - 9,816,501
Cash at bank and in hand 115,482 - 115,482
Creditors: Amounts falling due within one year (2,403,009) - (2,403,009 )
Deferred taxation (37,056) - (37,056 )
Total identifiable net assets 11,304,454 - 11,304,454
Goodwill 16,885,801
Total Consideration 28,190,255
The consideration was satisfied by:
Cash consideration paid 28,050,000
Costs directly attributable to the business combination 140,255
Total Consideration 28,190,255
The total consderation was satisfied as follows:
£
Cash consideration
8,600,000
Stamp duty paid
140,255
Deferred consideration
2,180,118
Settlement of director's loan account
719,882
Share premium
16,549,900
Issue of shares
100
image
28,190,255
image
24. Capital Commitments
31 March 2024
£
At the end of the period 16,224
At the end of the period, the group had capital commitments contracted for but not provided in these financial statements.
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25. Other Commitments
The group had a total of future minimum lease payments under non-cancellable operating leases are as following:
Land and buildings
Other
2024
2024
£
£
Within 1 year
79,012
63,383
Between 1 and 5 years
-
56,048
image
image
79,012
image
119,431
image
The company had no operating lease commitments.
26. Pension Commitments
The group operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the group in an independently administered fund.
During the period the charge to profit or loss in respect of defined contribution schemes was £3,172.
At the statement of financial position date contributions of £3,625 were due to the fund and are included in creditors.
27. Directors Advances, Credits and Guarantees
Included within Debtors are the following loans to directors:
On acquisition
Amounts repaid
Amounts advanced
As at 31 March 2024
Wayne Loughlin
804,066
(739,064)
-
65,002
Christopher Loughlin
70,495
-
6,709
77,204
image
image
image
image
The above loans are unsecured, interest is charged at 2.5% and they are repayable on demand.
28. Dividends
31 March 2024
£
On equity shares:
Interim dividend paid 90,000
29. Reserves
Group
Retained earnings - this reserve includes all current and prior year retained profits and losses net of distributions to
shareholders.
Share premium account - this reserve represents the premium paid on the allotment of shares.
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30. Related Party Disclosures
The company has taken advantage of exemption, under 33.1A of the Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland", not to disclose transactions with wholly owned subsidiaries within the group.
The balance with the subsidiary is shown in note 17.
Alpha Associates Recruitment Ltd
A company under common control.
An amount of £5,337 is included in other debtors in respect of the balance due from this company.
WLA (UK) Ltd
A company under common control.
An amount of £100,906 is included in other creditors in respect of the balance due to this company.
Dividends
Dividends amounting to £90,000 were paid to the directors.
31. Controlling Parties
The company's ultimate controlling party is Mr Christopher Loughlin by virtue of his interest in the share capital of the company.
32. Derivative financial instruments - forward contracts
The group enters into forward foreign currency contracts to mitigate the exchange rate risks for certain foreign currency payables. At the year end the group is committed to buy US$1,250,000 at a fixed sterling price of £1,004,367.
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