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COMPANY REGISTRATION NUMBER: 13473948
Southwill Holdings Limited
Financial Statements
30 April 2024
Southwill Holdings Limited
Financial Statements
Year ended 30 April 2024
Contents
Pages
Officers and professional advisers
1
Strategic report
2 to 3
Directors' report
4 to 5
Independent auditor's report to the members
6 to 9
Statement of financial position
10
Statement of cash flows
11
Notes to the financial statements
12 to 14
Southwill Holdings Limited
Officers and Professional Advisers
The board of directors
Mr K Murphy
Mr M Southwell
Mrs T Williams
Registered office
Stourport Road
Kidderminster
United Kingdom
DY11 7QT
Auditor
BSN Associates Limited
Chartered accountants & statutory auditor
3B Swallowfield Courtyard
Wolverhampton Road
Oldbury
West Midlands
B69 2JG
Southwill Holdings Limited
Strategic Report
Year ended 30 April 2024
Principal activity The principal activity of the company during the period was that of a non-trading holding company. Review of the business The 2023/24 financial year has seen good progress in the growth of the business Beakbane Ltd and Beakbane Precision Ltd delivered sales growth to £11.24m, up 20% on prior year, emanating from a combination of strong customer demand and delivery of its strategy on acquisitions. This performance, along with benefits coming through in efficiencies delivered a profit after interest and tax of £849k in Beakbane Limited and further improvement in the balance sheet. Future developments We fully expect that the next year will be dominated by the strength of demand from the market and any continued uncertainty in the general economy. Monitoring order intake and responding to demand fluctuations in both directions will be a key success factor. The opportunity to deliver on further acquisitions remains a strategic objective for the business and we can see a buoyant acquisition market and fully expect to continue to grow and develop the business through that route in 24/25. We will continue to pursue all avenues to increase margin, achieve sales stability, and manufacturing efficiency across our businesses to bring this about, ensuring Southwill Holdings Limited remains strong and sustainable into the future. Key financial performance indicators The company's key financial performance indicators are turnover and profit before tax. Principal risks and uncertainties The market for our products remains highly competitive and over longer periods open to impact of the global economic capital equipment investment cycle. The company seeks to manage the risk of losing customers to key competitors by the continued strengthening of customer relationships, and retaining competitive advantage of its delivered product. After considering uncertainties resulting from the current economic environment, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. For those reasons, we continue to adopt the going concern basis in preparing the annual report and financial statements.
Key financial performance indicators The company's key financial performance indicators are turnover and profit before tax.
This report was approved by the board of directors on 23 January 2025 and signed on behalf of the board by:
Mr M Southwell
Director
Registered office:
Stourport Road
Kidderminster
United Kingdom
DY11 7QT
Southwill Holdings Limited
Directors' Report
Year ended 30 April 2024
The directors present their report and the financial statements of the company for the year ended 30 April 2024 .
Directors
The directors who served the company during the year were as follows:
Mr K Murphy
Mr M Southwell
Mrs T Williams
Dividends
The directors do not recommend the payment of a dividend.
Future developments
There are no future developments affecting the company.
Directors' responsibilities statement
The directors are responsible for preparing the strategic report, 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 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 the profit or loss of the company for that period. In preparing these 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; - 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. Auditor
Each of the persons who is a director at the date of approval of this report confirms that:
- so far as they are aware, there is no relevant audit information of which the company's auditor is unaware; and - they have taken all steps that they ought to have taken as a director to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information.
This report was approved by the board of directors on 23 January 2025 and signed on behalf of the board by:
Mr M Southwell
Director
Registered office:
Stourport Road
Kidderminster
United Kingdom
DY11 7QT
Southwill Holdings Limited
Independent Auditor's Report to the Members of Southwill Holdings Limited
Year ended 30 April 2024
Opinion
We have audited the financial statements of Southwill Holdings Limited (the 'company') for the year ended 30 April 2024 which comprise the statement of financial position, 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, including FRS 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 30 April 2024 and of its result for the year then ended; - have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; - 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 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.
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. 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 there is a material misstatement in the financial statements or a material misstatement of the other information. 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 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, 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.
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. 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: We have reviewed financial statement disclosures and tested these to supporting documentation to assess compliance with applicable laws and regulations. We have audited the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business. We have also made enquiries of entity staff in tax and compliance functions to identify any instances of non-compliance with laws and regulations. As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain professional scepticism throughout the audit. We also: - Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. - Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control. - Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors. - Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the company to cease to continue as a going concern. - Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. Use of our report
This report is made solely to the company's members, as a body, in accordance with chapter 3 of part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.
Hannah Justice FCA FCCA
(Senior Statutory Auditor)
For and on behalf of
BSN Associates Limited
Chartered accountants & statutory auditor
3B Swallowfield Courtyard
Wolverhampton Road
Oldbury
West Midlands
B69 2JG
23 January 2025
Southwill Holdings Limited
Statement of Financial Position
30 April 2024
2024
2023
Note
£
£
Fixed assets
Investments
4
130,960
130,960
Current assets
Debtors
5
100
100
Creditors: amounts falling due within one year
6
130,960
130,960
---------
---------
Net current liabilities
130,860
130,860
---------
---------
Total assets less current liabilities
100
100
----
----
Capital and reserves
Called up share capital
7
100
100
----
----
Shareholders funds
100
100
----
----
These financial statements have been prepared in accordance with the provisions applicable to companies subject to the medium companies regime.
These financial statements were approved by the board of directors and authorised for issue on 23 January 2025 , and are signed on behalf of the board by:
Mrs T Williams
Director
Company registration number: 13473948
Southwill Holdings Limited
Statement of Cash Flows
Year ended 30 April 2024
2024
2023
£
£
Net decrease in cash and cash equivalents
Cash and cash equivalents at beginning of year
----
----
Cash and cash equivalents at end of year
----
----
Southwill Holdings Limited
Notes to the Financial Statements
Year ended 30 April 2024
1. General information
The company is a private company limited by shares, registered in England and Wales. The address of the registered office is Stourport Road, Kidderminster, United Kingdom, DY11 7QT.
2. Statement of compliance
These financial statements have been prepared in compliance with FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland'.
3. Accounting policies
Basis of preparation
The financial statements have been prepared on the historical cost basis, as modified by the revaluation of certain financial assets and liabilities and investment properties measured at fair value through profit or loss.
The financial statements are prepared in sterling, which is the functional currency of the entity.
Judgements and key sources of estimation uncertainty
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The policies on key estimates and judgements are shown below.
Investments
Fixed asset investments are initially recorded at cost, and subsequently stated at cost less any accumulated impairment losses.
Listed investments are measured at fair value with changes in fair value being recognised in profit or loss.
Impairment of fixed assets
A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date. For the purposes of impairment testing, when it is not possible to estimate the recoverable amount of an individual asset, an estimate is made of the recoverable amount of the cash-generating unit to which the asset belongs. The cash-generating unit is the smallest identifiable group of assets that includes the asset and generates cash inflows that largely independent of the cash inflows from other assets or groups of assets. For impairment testing of goodwill, the goodwill acquired in a business combination is, from the acquisition date, allocated to each of the cash-generating units that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the company are assigned to those units.
Financial instruments
A financial asset or a financial liability is recognised only when the entity becomes a party to the contractual provisions of the instrument. Basic financial instruments are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. Debt instruments are subsequently measured at amortised cost. Financial assets that are measured at cost or amortised cost are reviewed for objective evidence of impairment at the end of each reporting date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss immediately. Any reversals of impairment are recognised in profit or loss immediately, to the extent that the reversal does not result in a carrying amount of the financial asset that exceeds what the carrying amount would have been had the impairment not previously been recognised.
4. Investments
Shares in group undertakings
£
Cost
At 1 May 2023 and 30 April 2024
130,960
---------
Impairment
At 1 May 2023 and 30 April 2024
---------
Carrying amount
At 30 April 2024
130,960
---------
At 30 April 2023
130,960
---------
Beakbane Precision Limited is a 100% subsidiary of Beakbane Limited, which was set up during the year.
Subsidiaries, associates and other investments
Class of share
Percentage of shares held
Subsidiary undertakings
Beakbane Limited
Ordinary
77.3
Beakbane Precision Limited
Oridnary
77.3
The results and capital and reserves for the year are as follows:
Capital and reserves
Profit/(loss) for the year
2024
2023
2024
2023
£
£
£
£
Subsidiary undertakings
Beakbane Limited
3,584,009
2,610,708
1,004,301
240,847
Beakbane Precision Limited
(154,847)
( 154,848)
------------
------------
------------
---------
The nature of business of Beakbane Limited is the manufacture and sale of machinery protection systems.
5. Debtors
2024
2023
£
£
Other debtors
100
100
----
----
6. Creditors: amounts falling due within one year
2024
2023
£
£
Amounts owed to group undertakings
80,960
80,960
Other creditors
50,000
50,000
---------
---------
130,960
130,960
---------
---------
7. Called up share capital
Issued, called up and fully paid
2024
2023
No.
£
No.
£
Ordinary A shares of £ 0.10 each
250
25
250
25
Ordinary B shares of £ 0.10 each
750
75
750
75
-------
----
-------
----
1,000
100
1,000
100
-------
----
-------
----
8. Reserves
Share premium account - This reserve records the amount above the nominal value received for shares sold, less transaction costs. Profit and loss account - This reserve records retained earnings and accumulated losses.
9. Analysis of changes in net debt
At 1 May 2023
Cash flows
At 30 Apr 2024
£
£
£
Debt due within one year
(80,960)
(80,960)
--------
----
--------
10. Related party transactions
Under FRS102 the company is exempt from disclosing transactions with fellow group companies on the basis that consolidated financial statements are prepared which are publicly available.