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Registered number: 11051546










STM GROUP HOLDINGS LTD










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 JANUARY 2024

 
STM GROUP HOLDINGS LTD
 
 
COMPANY INFORMATION


Director
Mr P B Simpson 




Registered number
11051546



Registered office
Solar House
1st Floor

Romford Road

London

E15 4LJ




Independent auditors
MHA
Statutory Auditors

2 London Wall Place

London

EC2Y 5AU




Bankers
HSBC Bank Plc
59-61 The Mall

London

E15 1XF





 
STM GROUP HOLDINGS LTD
 

CONTENTS



Page
Group Strategic Report
 
1 - 3
Director's Report
 
4 - 6
Independent Auditors' Report
 
7 - 10
Consolidated Statement of Comprehensive Income
 
11
Consolidated Balance Sheet
 
12
Company Balance Sheet
 
13
Consolidated Statement of Changes in Equity
 
14
Company Statement of Changes in Equity
 
15
Consolidated Statement of Cash Flows
 
16
Consolidated Analysis of Net Debt
 
17
Notes to the Financial Statements
 
18 - 31


 
STM GROUP HOLDINGS LTD
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 JANUARY 2024

Introduction
 
The Director presents his Report and Financial Statements for the year ended 31 January 2024.

Business review
 
The last 12 months have seen a period of strategic change for the Group (UK), with the full integration of
Cleaning Services into the combined Group. The continued growth of Cleaning dictated the need for consistent
financial disciplines to be applied, thus ensuring an appropriate business focus on effective organisational management, whilst promoting maximum profitability. These fundamental, but much needed, business integration changes have presented various challenges, inevitably requiring some adjustments to prior-year accounts, together with an impact on current year results. I am confident that the loss shown is not a true reflection of the trading position, or profitability, of the business, but rather resulting from the need to realign, and restructure, the business going forward. To achieve same, a fundamental change to the Company payroll process was required which, to fully comply with accounting requirements, created the stated loss.
Due to the restructuring, and the absolute need to demonstrate business progression, STM Group Holdings Ltd will be changing its accounting reference date, requiring another Year End seven months after these results. The primary purpose of this change is to bring the Company in line with the new accounting reference date of 31st August, whilst highlighting the immediate financial improvements resulting from these carefully planned business changes. I am confident that STM remains in a strong trading position, with healthy profits emphasised in future results.
Overall, the STM Group Ltd Board of Directors are pleased that, through careful planning and management, the Company is emerging in good financial shape from a challenging period of change. The necessary restructuring of, and financial alterations to, the business has not only enabled a sharper focus on financial performance, but also prepared the business for future growth.  

Principal risks and uncertainties
 
The Board of Directors are pleased that STM Group, through careful planning and management, are emerging from some challenging periods in good financial shape. The focus this year has been restructuring the business for future growth. This has resulted in some financial alterations to the business, as part of our ongoing focus on financial performance.
Financial risk
Due to the nature of the industry in which the company operates, there are various financial risks which the company may be exposed to, namely, credit risk, liquidity risk and interest risk.
Credit risk
The company offers credit terms to its customers that allow payment after delivery of the supply of goods and services. The company prides itself on strong ongoing customer relationships and this reduces the exposure to credit risk in the majority of cases.
Liquitity risk
The company seeks to ensure sufficient liquidity is available to meet day-to-day operations and future potential developments by way of invoice financing arrangements that are used to provide short-term debt flexibility.
Interest risk
The company keeps interest rate exposure under review to ensure this is factored into any business decisions.

Page 1

 
STM GROUP HOLDINGS LTD
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024

Financial key performance indicators
 
During the current reporting period, STM Group Holdings Ltd made a pre-tax loss of £458,808 (2023 - profit of £144,567), the director is confident that the loss shown is not a true reflection of the trading position, or profitability, of the business, but rather resulting from the need to realign, and restructure, the business going forward. To achieve same, a fundamental change to the Company payroll process was required which, to fully comply with accounting requirements, created the stated loss.

Page 2

 
STM GROUP HOLDINGS LTD
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024

Other key performance indicators
 
The group's other key performance indicator is considered to be its net assets position. This is as follows for the last two years:
                                              
 2024                 2023
Net Liabilities                    (£1,077,901)         (£619,093)


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



................................................
Mr P B Simpson
Director

Date: 12 February 2025

Page 3

 
STM GROUP HOLDINGS LTD
 
 
 
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 JANUARY 2024

The director presents his report and the financial statements for the year ended 31 January 2024.

Director's responsibilities statement

The director is responsible for preparing the Group Strategic Report, the Director's Report and the consolidated financial statements in accordance with applicable law and regulations.
 
Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period.

 In preparing these financial statements, the director is required to:


select suitable accounting policies for the Group'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 Group will continue in business.

The director is 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 the Group and to enable him to ensure that the financial statements comply with the Companies Act 2006He is also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Principal activity

The principal activity of the company is that of a holding company.

Results and dividends

The loss for the year, after taxation, amounted to £458,808 (2023 - profit £144,567).

No dividends have been paid in the year (2023: £Nil).

Director

The director who served during the year was:

Mr P B Simpson 

Future developments

The group is looking to grow each year. The Director considers that the company is well positioned to keep
the ongoing uncertainty of the economic climate following Brexit minimal.
The group oppertes in a highly competitive market and profit margins are constantly squeezed. The Director is therefore conscious that costs and overheads are constantly monitored to maintain a level of profitability within the group. The Director expects the way forward for growth is by building on current relationships and
efficiency.

Page 4

 
STM GROUP HOLDINGS LTD
 
 
 
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024

Engagement with employees

The group is an Equal Opportunities and Diversity Aware employer, committed to promoting equality, diversity and inclusion amongst its workforce, whilst eliminating discrimination. Through its Support, Trust, Manage Vision, STM treats all employees as 'internal customers'. The STM aim is to create an inclusive environment and culture, with a diverse workforce that is representative of all sections of society, where everyone has the opportunity to fully contribute, and achieve, individual, full potential.
It is STM's policy to treat all employees (and job applicants) fairly and equally, regardless of individual sex, sexual orientation, gender re-assignment, marriage or civil partnership, pregnancy or maternity, race, colour, creed, nationality, ethnic or national origin, marital status, religion or belief, age, disability, or union membership status.
STM's policy is to recruit disabled workers for those vacancies that they are able to fill. All neccessary assistance with initial training courses is given. Once employed, a career plan is developed so as to ensure suitable opportunities for each disabled person. Arrangements are made, wherever possible, for retraining employees who become disabled, to enable them to perform work identified as appropriate for their aptitudes and abilities.
STM, consequently, commits to ensuring every employee is given equal opportunity in every aspect of their working role, with individual differences (and similarities) not only being embraced, but also where individual employee contribution is recognised, celebrated and valued. All STM employees will be given the necessary support and encouragement to develop individual ability and utilise unique talent.
This policy to all aspects of employment, recruitment and related Terms & Conditions of Employment, including pay and benefits, training, appraisals, career development, conduct at work, disciplinary and grievance procedures, termination of employment and all other aspects of employment.

Qualifying third party indemnity provisions

Director's liability and indemnity insurance was in force throughout the year to cover the directors and officers of
the company against actions brought against them in their personal capacities. Cover is not provided where the
individual has acted fraudulently or dishonestly.

Disclosure of information to auditors

The director at the time when this Director's Report is approved has confirmed that:
 
so far as  is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and

 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 and the Group's auditors are aware of that information.

The director at the time when this Director's report is approved has confirmed that:
- so far as he is aware, there is no relevant audit information of which the Company's auditors are unaware, and
- he 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 Group since the year end.

Page 5

 
STM GROUP HOLDINGS LTD
 
 
 
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024


Auditors

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

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





................................................
Mr P B Simpson
Director

Date: 12 February 2025

Page 6

 
STM GROUP HOLDINGS LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF STM GROUP HOLDINGS LTD
 

Opinion


We have audited the financial statements of STM Group Holdings Ltd (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 January 2024, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated and Company Balance Sheets, the Consolidated Statement of Cash Flows, the Consolidated and Company 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 Group's and of the parent Company's affairs as at 31 January 2024 and of the Group's loss 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 Group 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 director's 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 Group's or the parent 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 director with respect to going concern are described in the relevant sections of this report.


Page 7

 
STM GROUP HOLDINGS LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF STM GROUP HOLDINGS LTD (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 director is 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 Group Strategic Report and the Director's Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Group Strategic Report and the Director's 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 Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Director's 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 by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent Company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of director's 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 Director's Responsibilities Statement set out on page 4, the director is 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 director determines 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 director is responsible for assessing the Group's and the parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the Group or the parent Company or to cease operations, or have no realistic alternative but to do so.


Page 8

 
STM GROUP HOLDINGS LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF STM GROUP HOLDINGS LTD (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 Group 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:

• Obtaining an understanding of the legal and regulatory frameworks that the company operates in;
• Reviewing key correspondence with regulatory authorities;
• Testing for evidence of management override;
• Enquiry of management to identify any instances of non-compliance with laws and regulations;
• Enquiry of management around actual and potential litigation and claims;
• Enquiry of management to identify any instances of known or suspected instances of fraud;
• Discussing among the engagement team regarding how and where fraud might occur.
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 instance 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.


Page 9

 
STM GROUP HOLDINGS LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF STM GROUP HOLDINGS LTD (CONTINUED)


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.





Atul Kariya  FCCA (Senior Statutory Auditor)
  
for and on behalf of
MHA
 
Statutory Auditors
  
London

Date: 
 
MHA is the trading name of MacIntyre Hudson LLP, a limited liability partnership in England and Wales (registered number OC312313).
12 February 2025
Page 10

 
STM GROUP HOLDINGS LTD
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 JANUARY 2024

2024
2023
Note
£
£

  

Turnover
 4 
32,167,701
25,477,435

Cost of sales
  
(27,374,768)
(20,846,719)

Gross profit
  
4,792,933
4,630,716

Administrative expenses
  
(5,211,171)
(4,489,149)

Exceptional administrative expenses
 11 
(37,341)
-

Operating (loss)/profit
 5 
(455,579)
141,567

Interest receivable and similar income
 8 
7,211
7,003

Interest payable and similar expenses
 9 
(7,178)
(4,003)

(Loss)/profit before taxation
  
(455,546)
144,567

Tax on (loss)/profit
 10 
(3,262)
-

(Loss)/profit for the financial year
  
(458,808)
144,567

(Loss)/profit for the year attributable to:
  

Owners of the parent Company
  
(458,808)
144,567

  
(458,808)
144,567

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

The notes on pages 18 to 31 form part of these financial statements.

Page 11

 
STM GROUP HOLDINGS LTD
REGISTERED NUMBER: 11051546

CONSOLIDATED BALANCE SHEET
AS AT 31 JANUARY 2024

2024
2023
Note
£
£

Fixed assets
  

Intangible assets
 12 
614,971
768,712

Tangible assets
 13 
285,402
292,620

  
900,373
1,061,332

Current assets
  

Debtors: amounts falling due within one year
 15 
8,410,364
6,287,987

Cash at bank and in hand
 16 
463,040
2,246

  
8,873,404
6,290,233

Creditors: amounts falling due within one year
 17 
(10,851,678)
(7,970,658)

Net current liabilities
  
 
 
(1,978,274)
 
 
(1,680,425)

Total assets less current liabilities
  
(1,077,901)
(619,093)

Net liabilities
  
(1,077,901)
(619,093)


Capital and reserves
  

Called up share capital 
 18 
1,001
1,001

Share premium account
 19 
1,324,000
1,324,000

Profit and loss account
 19 
(2,402,902)
(1,944,094)

  
(1,077,901)
(619,093)


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




................................................
Mr P B Simpson
Director

Date: 12 February 2025

The notes on pages 18 to 31 form part of these financial statements.

Page 12

 
STM GROUP HOLDINGS LTD
REGISTERED NUMBER: 11051546

COMPANY BALANCE SHEET
AS AT 31 JANUARY 2024

2024
2023
Note
£
£

Fixed assets
  

Investments
 14 
2,760,682
2,760,682

  
2,760,682
2,760,682

Current assets
  

Debtors: amounts falling due within one year
 15 
3,470
3,470

Cash at bank and in hand
 16 
1,001
1,168

  
4,471
4,638

Creditors: amounts falling due within one year
 17 
(1,573,387)
(1,572,027)

Net current liabilities
  
 
 
(1,568,916)
 
 
(1,567,389)

Total assets less current liabilities
  
1,191,766
1,193,293

  

  

Net assets excluding pension asset
  
1,191,766
1,193,293

Net assets
  
1,191,766
1,193,293


Capital and reserves
  

Called up share capital 
 18 
1,001
1,001

Share premium account
 19 
1,324,000
1,324,000

Profit and loss account brought forward
  
(131,708)
(127,515)

Loss for the year
  
(1,527)
(4,193)

Profit and loss account carried forward
  
(133,235)
(131,708)

  
1,191,766
1,193,293


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 


................................................
Mr P B Simpson
Director

Date: 12 February 2025

The notes on pages 18 to 31 form part of these financial statements.

Page 13

 
STM GROUP HOLDINGS LTD
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JANUARY 2024


Called up share capital
Share premium account
Profit and loss account
Equity attributable to owners of parent Company
Total equity

£
£
£
£
£


At 1 February 2022 (as previously stated)
1,001
1,324,000
51,355
1,376,356
1,376,356

Prior year adjustment
-
-
(2,140,016)
(2,140,016)
(2,140,016)


At 1 February 2022 (as restated)
1,001
1,324,000
(2,088,661)
(763,660)
(763,660)


Comprehensive income for the year

Profit for the year
-
-
144,567
144,567
144,567



At 1 February 2023
1,001
1,324,000
(1,944,094)
(619,093)
(619,093)


Comprehensive income for the year

Loss for the year
-
-
(458,808)
(458,808)
(458,808)


At 31 January 2024
1,001
1,324,000
(2,402,902)
(1,077,901)
(1,077,901)


The notes on pages 18 to 31 form part of these financial statements.

Page 14

 
STM GROUP HOLDINGS LTD
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JANUARY 2024


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

£
£
£
£


At 1 February 2022
1,001
1,324,000
(127,515)
1,197,486


Comprehensive income for the year

Loss for the year
-
-
(4,193)
(4,193)



At 1 February 2023
1,001
1,324,000
(131,708)
1,193,293


Comprehensive income for the year

Loss for the year
-
-
(1,527)
(1,527)


At 31 January 2024
1,001
1,324,000
(133,235)
1,191,766


The notes on pages 18 to 31 form part of these financial statements.

Page 15

 
STM GROUP HOLDINGS LTD
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 JANUARY 2024

2024
2023
£
£

Cash flows from operating activities

(Loss)/profit for the financial year
(458,808)
144,567

Adjustments for:

Amortisation of intangible assets
153,741
153,741

Depreciation of tangible assets
34,168
33,346

Interest paid
7,178
4,003

Interest received
(7,211)
(7,003)

Taxation charge
3,262
-

(Increase) in debtors
(2,122,377)
(1,495,772)

Increase in creditors
4,031,843
688,821

Corporation tax (paid)
(93,756)
(3,671)

Net cash generated from operating activities

1,548,040
(481,968)


Cash flows from investing activities

Purchase of tangible fixed assets
(26,950)
(7,650)

Interest received
7,211
7,003

Net cash from investing activities

(19,739)
(647)

Cash flows from financing activities

Repayment of loans
-
(220,973)

Interest paid
(7,178)
(4,003)

Net cash used in financing activities
(7,178)
(224,976)

Net increase/(decrease) in cash and cash equivalents
1,521,123
(707,591)

Cash and cash equivalents at beginning of year
(1,058,097)
(350,506)

Cash and cash equivalents at the end of year
463,026
(1,058,097)


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
463,040
2,246

Bank overdrafts
(14)
(1,060,343)

463,026
(1,058,097)


The notes on pages 18 to 31 form part of these financial statements.

Page 16

 
STM GROUP HOLDINGS LTD
 

CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 JANUARY 2024




At 1 February 2023
Cash flows
At 31 January 2024
£

£

£

Cash at bank and in hand

2,246

460,794

463,040

Bank overdrafts

(1,060,343)

1,060,329

(14)


(1,058,097)
1,521,123
463,026

The notes on pages 18 to 31 form part of these financial statements.

Page 17

 
STM GROUP HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

1.


General information

STM Group Holdings Ltd is a private company limited by shares incorporated in England and Wales in the United Kingdom. The registered office of the entity is Solar House, 1st Floor, Romford Road, London, E15 4LJ. The principal activity of the company is that of a holding company. The principal activity of the group is security.

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 Group management to exercise judgment in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.

The financial statements are presented in £sterling, the functional currency, rounded to the nearest £1.

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance Sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.

 
2.3

Going concern

The financial statements have been prepared on a going concern basis.  The Director has considered relevant information, including the annual budget, forecast future cash flows and the impac of subsequent events in making their assessment.
The group made a loss of £458,808 (2023: profit of £144,567), it has net liabilities of £1,077,901 (2023: £619,093).  The director has confirmed his continued support for the company and that he has the ability to do so.
Based on these assessments and having regard to the resources available to the entity, the Director has concluded that there is no material uncertainty and that he can continue to adopt the going concern basis in preparing the annual report and accounts for the foreseeable future.

Page 18

 
STM GROUP HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 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 Group 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:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Group will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

 
2.5

Operating leases: the Group as lessee

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

 
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

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

 
2.9

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group 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 Group in independently administered funds.

Page 19

 
STM GROUP HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

2.Accounting policies (continued)

 
2.10

Taxation

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 and the Group operate and generate 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;
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

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.


 
2.11

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the Group but are presented separately due to their size or incidence.

Page 20

 
STM GROUP HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

2.Accounting policies (continued)

 
2.12

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated Statement of Comprehensive Income over its useful economic life of ten years.

Other 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.

 
2.13

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.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, on a reducing balance basis.

Depreciation is provided on the following basis:

Motor vehicles
-
15%
Fixtures and fittings
-
10%
Office equipment
-
8%
Computer equipment
-
8%

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.

 
2.14

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Page 21

 
STM GROUP HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

2.Accounting policies (continued)

 
2.15

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.

 
2.16

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.

In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

 
2.17

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.

 
2.18

Financial instruments

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the Group's Balance Sheet when the Group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include 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 Group'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
Page 22

 
STM GROUP HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

2.Accounting policies (continued)


2.18
Financial instruments (continued)

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 Group after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies 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 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
Page 23

 
STM GROUP HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

2.Accounting policies (continued)


2.18
Financial instruments (continued)

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.


3.


Judgments in applying accounting policies and key sources of estimation uncertainty

The director considers that the critical accounting policies where judgments and estimations have been
applied relate to the intangible and tangible asset lives, in particular the useful economic life of the goodwill, and residual values of plant and machinery, and the recoverability of trade debtors. The director has concluded that the asset values and residual values are appropriate for plant and machinery and that trade debtors are appropriately valued.


4.


Turnover

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


2024
2023
£
£

Sales
32,167,701
25,477,435

32,167,701
25,477,435


Analysis of turnover by country of destination:

2024
2023
£
£

United Kingdom
32,167,701
25,477,435

32,167,701
25,477,435



5.


Operating (loss)/profit

The operating (loss)/profit is stated after charging:

2024
2023
£
£

Other operating lease rentals
68,909
49,495

Exceptional items
37,341
-

Page 24

 
STM GROUP HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

6.


Auditors' remuneration

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


2024
2023
£
£

Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements
27,000
24,000


7.


Employees

Staff costs were as follows:


Group
Group
2024
2023
£
£


Wages and salaries
22,921,365
17,674,941

Social security costs
1,823,038
1,457,818

Cost of defined contribution pension scheme
295,895
227,470

25,040,298
19,360,229


The director is the Key Management Personnel of the company.  The director received no remuneration, pension or other benefits from the company in the year (2023: none) and accrues no pension benefits.

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


        2024
        2023
            No.
            No.







Directors
1
1



Employees
924
824

925
825

The Company has no employees other than the directors, who did not receive any remuneration (2023 - £NIL)

8.


Interest receivable

2024
2023
£
£


Other interest receivable
7,211
7,003

7,211
7,003

Page 25

 
STM GROUP HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

9.


Interest payable and similar expenses

2024
2023
£
£


Bank interest payable
1,346
4,003

Corpration tax interest payable
5,832
-

7,178
4,003


10.


Taxation


2024
2023
£
£

Corporation tax


Adjustments in respect of previous periods
3,262
-


Total current tax
3,262
-

Factors affecting tax charge for the year

The tax assessed for the year is higher than (2023 - lower than) the standard rate of corporation tax in the UK of 25% (2023 - 19%). The differences are explained below:

2024
2023
£
£


(Loss)/profit on ordinary activities before tax
(455,546)
144,567


(Loss)/profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 19%)
(113,887)
27,468

Effects of:


Non-tax deductible amortisation of goodwill and impairment
36,944
-

Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
13,690
7,367

Capital allowances for year in excess of depreciation
(6,805)
-

Utilisation of tax losses
(1,803)
(34,835)

Adjustments to tax charge in respect of prior periods
3,262
-

Non-taxable income
1,803
-

Unrelieved tax losses carried forward
70,058
-

Total tax charge for the year
3,262
-

Page 26

 
STM GROUP HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024
 
10.Taxation (continued)


Factors that may affect future tax charges

The rate of corporation tax increased at 1 April 2023 to 25%.


11.


Exceptional items

2024
2023
£
£


Exceptional expenses
37,341
-

37,341
-

Exceptional expenses of £37,341 related to legal fees relating to an ongoing dispute with a supplier.


12.


Intangible assets

Group and Company





Goodwill

£



Cost


At 1 February 2023
1,537,412



At 31 January 2024

1,537,412



Amortisation


At 1 February 2023
768,700


Charge for the year
153,741



At 31 January 2024

922,441



Net book value



At 31 January 2024
614,971



At 31 January 2023
768,712



Page 27

 
STM GROUP HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

13.


Tangible fixed assets

Group






Motor vehicles
Fixtures and fittings
Office equipment
Computer equipment
Total

£
£
£
£
£



Cost or valuation


At 1 February 2023
109,915
33,080
390,704
124,848
658,547


Additions
-
-
15,262
11,688
26,950



At 31 January 2024

109,915
33,080
405,966
136,536
685,497



Depreciation


At 1 February 2023
89,936
28,258
201,007
46,726
365,927


Charge for the year
5,448
792
18,673
9,255
34,168



At 31 January 2024

95,384
29,050
219,680
55,981
400,095



Net book value



At 31 January 2024
14,531
4,030
186,286
80,555
285,402



At 31 January 2023
19,979
4,822
189,697
78,122
292,620


14.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


At 1 February 2023
2,760,682



At 31 January 2024
2,760,682




Page 28

 
STM GROUP HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

Subsidiary undertaking


The following was a subsidiary undertaking of the Company:

Name

Registered office

Class of shares

Holding

STM Group (UK) Limited
Solar House, 1st Floor, Romford Road, London, E15 4LJ
Ordinary
100%


15.


Debtors

Group

Group
Company

Company
2024
2023
2024
2023
£
£
£
£


Trade debtors
6,014,478
4,233,611
-
-

Other debtors
856,747
470,498
3,470
3,470

Prepayments and accrued income
1,484,305
1,529,044
-
-

Tax recoverable
54,834
54,834
-
-

8,410,364
6,287,987
3,470
3,470



16.


Cash and cash equivalents

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Cash at bank and in hand
463,040
2,246
1,001
1,168

Less: bank overdrafts
(14)
(1,060,343)
(14)
-

463,026
(1,058,097)
987
1,168


Page 29

 
STM GROUP HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

17.


Creditors: Amounts falling due within one year

Group

Group
Company

Company
2024
2023
2024
2023
£
£
£
£

Bank overdrafts
14
1,060,343
14
-

Trade creditors
3,480,312
2,566,504
-
-

Amounts owed to group undertakings
-
-
1,570,623
1,569,277

Corporation tax
-
90,494
-
-

Other taxation and social security
1,008,611
-
-
-

Other creditors
4,416,924
3,412,304
-
-

Accruals and deferred income
1,945,817
841,013
2,750
2,750

10,851,678
7,970,658
1,573,387
1,572,027


The bank overdraft are secured on the assets of the company. 


18.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



1,001 (2023 - 1,001) Ordinary shares of £1.00 each
1,001
1,001



19.


Reserves

Share premium account

Changes in the share premium account are set out in the Statement of Changes in Equity.

Profit and loss account

The Profit and loss account is represented by retained earnings. Changes in reserves are set out in the
Statement of Changes in Equity.


20.


Pension commitments

The group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the group in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £295,895 (2023 - £227,470).  There were overpayments to the fund totalling £6,005 and these are included in debtors, (2023: £6,508 payable to the fund included in creditors).

Page 30

 
STM GROUP HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

21.


Commitments under operating leases

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


Group
Group
2024
2023
£
£

Building

Not later than 1 year
247,101
220,416

Later than 1 year and not later than 5 years
-
26,685

247,101
247,101
Group
Group
2024
2023
£
£

Other

Not later than 1 year
15,144
10,743

Later than 1 year and not later than 5 years
-
15,144

15,144
25,887


22.


Transactions with directors

During the year, Mr P B Simpson, the director has an outstanding loan from the company. Interest of £7,211 (2023: £7,003) has been charged at commercial rates on overdrawn balances. As at 31 January 2024, Mr P B Simpson owed the company £294,656 (2023: £287,136). The loan is unsecured and repayable on demand.


23.


Related party transactions

During the year, STM Cleaning Ltd, a private company limited by shares of which the director, Mr P B Simpson, is a shareholder, provided services to the company totaling £2,596,655 (2023: £3,200,271). STM Cleaning Ltd also received services from STM Group (UK) Ltd during the year totaling £2,596,655 (2023: £3,200,271. As at 31 January 2024, the STM Group (UK) Limited was owed £534,653 by STM Cleaning Ltd (2023: £373,627). These transactions were on normal commercial terms.


24.


Controlling party

The group was under the control of the director, Mr P B Simpson, throughout the current year and prior year.

 
Page 31