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Registered number: 14844061










Lyons & Annoot Holdings Limited










Annual Report and Financial Statements

For the Period Ended 31 December 2023

 
Lyons & Annoot Holdings Limited
 

Company Information


Directors
Martin Lyons (appointed 3 May 2023)
David Mills (appointed 3 May 2023)
Marino Morelli (appointed 3 May 2023)




Registered number
14844061



Registered office
28 Telegraph Hill Industrial Estate
Laundry Road

Minster

Kent

CT12 4HY




Independent auditors
Kreston Reeves LLP
Chartered Accountants & Statutory Auditor

37 St Margaret's Street

Canterbury

Kent

CT1 2TU





 
Lyons & Annoot Holdings Limited
 

Contents



Page
Group Strategic Report
1 - 3
Directors' Report
4 - 5
Independent Auditors' Report
6 - 9
Consolidated Statement of Comprehensive Income
10
Consolidated Balance Sheet
11
Company Balance Sheet
12
Consolidated Statement of Changes in Equity
13
Company Statement of Changes in Equity
14
Consolidated Statement of Cash Flows
15
Notes to the Financial Statements
16 - 29


 
Lyons & Annoot Holdings Limited
 

Group Strategic Report
For the Period Ended 31 December 2023

Introduction
 
The directors present their strategic report of Lyons & Annoot Holdings Limited for the period ended 31st December 2023.

Business review
 
2023 represents a transitional year for Lyons & Annoot Limited in so far as 100% of its share holding was acquired by Lyons & Annoot Holdings Limited via a management led MBO. The transaction was effected on the 4th July 2023. 
At the core of the MBO was the sentiment from both the outgoing company founders as well as the experienced time served management buy out team that stability, continuity and financial strength were of paramount importance and the MBO was structured very much with this in mind to ensure a smooth transition.
The company performance in the 2023 financial year saw an increase in turnover although inflationary pressures continued with cost increases both to materials and labour resulting in an overall reduction to gross profit. 
2023 has seen another successful year in the company’s history and we would like to take the opportunity to thank all of our teams, supply chain partners and clients for their support. 
The MBO resulted in an interim reduction in the top-level overheads, reducing the overall figure while creating an opportunity to redirect resources to embark upon bolstering its core teams and resources through investment, expansion, recruitment and training. Overheads in general however have been succumbing to increased cost pressures and increased generally for the year on an item-by-item basis.
The company has continued to pursue developments in many areas of its Environmental, Social and Governance goals. Of particular note is the achievement of the ‘Specialist Brickwork Contractor of the Year’ award with the Judge’s commenting “The submission from Lyons & Annoot was exemplary. It covered the whole range of management concerns in detail and presented a business that took exceptional care of its staff and was rewarded with loyalty and performance.” 

Page 1

 
Lyons & Annoot Holdings Limited
 

Group Strategic Report (continued)
For the Period Ended 31 December 2023

Principal risks and uncertainties
 
Shortages in labour still affect certain fields in the construction industry. As part of our contingency planning for the future, we have been assessed by the Home Office to hold an A category license for the skilled worker immigration route and we continue to make strides with our in-house multiple award winning “MentorMe” bricklayer apprenticeship scheme. In 2023 we were delighted to be assessed as one of the Top 50 SME Apprentice Employers in the country, highlighting our consistent and continuous push on apprenticeships and our focus on training for the future.
The proliferation of design and build contracts and the additional contractual burdens brought about through political and legal changes introduced through the Building Safety Act 2022 and the introduction of the Golden Thread have brought about a need for enhanced quality documentation and training. To mitigate these risks, the company remains diligent in reviewing contract terms and has been operating a digital and photographic QA which was piloted in 2022 on selected sites and subsequently rolled out companywide for 2023, through a fully digitised capture platform. 
The company continues its drive of upskilling trades and management through various targeted training courses and accreditations.
As a founding member of the Association of Brickwork Contractors and our corresponding position on the ABC Assessment Centre training board, we are able to capture the requirements of relevant qualifications, accreditations and training to respond to the latest best practice and legislative changes and react to future industry needs in a timely manner.   
We remain a continuous member of FIRAS since 2018 and in possession of the Achilles for Building Confidence accreditation which we have maintained since the inception of the scheme in 2007.
Safety is always at the top of the agenda, the end of 2023 saw our first reportable accident in nearly six years of reportable free operating, the response to which was noteworthy and a testament to how far safety culture has infiltrated our corporate culture; a reflection of the hard work that has gone into the robust safety management systems and their deployment to site and maintenance which is a credit to our safety and site management teams as well as the workforce and our clients for working tirelessly in providing as safe a working environment as possible.
Climate change is an increasingly urgent consideration. Lyons & Annoot are at the forefront of this in the sector, as one of the first 5 UK construction companies to possess SBTi validation aligned to the 1.5° target and the only Masonry contractor at that time. We have since forged ahead with strong relationships with our supply chain who share a similar commitment. This has culminated in carbon saving products being proposed as alternative offerings to our clients, highlighting the available carbon savings submitted with every single tender return. Our own carbon reduction mission as per our Science Based Target initiative commitment was to reduce emissions by 50% by 2030 from a 2018 base year. For the year ending 2023, we reduced our emissions by 39% (since a 2018 baseline) for Scope 1 and Scope 2 emissions. An investment in new ULEZ compliant vehicles in December 2023 has replenished much of the fleet with more environmentally friendly vehicles, with a close eye kept on new developments to see how soon we can achieve the 2030 target reduction.   
In 2023 we elected to conduct a cyber security audit and achieved Cyber Essentials certification to demonstrate the effectiveness of the IT security strategies we have in place.
Political risks continue with Government instability through 2023 and subsequent hardening tax burdens applying future pressures on the company and its workers alike.
In order to mitigate against all of these ongoing risks, the Directors are focused on continuously investing in the future through recruitment, training, upskilling, and providing suitable systems and resources while working proactively with our supply chain partners and clients collectively to provide better outcomes. 

Page 2

 
Lyons & Annoot Holdings Limited
 

Group Strategic Report (continued)
For the Period Ended 31 December 2023

Financial key performance indicators
 
The company employs various financial key performance indicators, from movements in net current assets and shareholders’ funds at an annual level, to overall quarterly management accounts as well as monthly monitoring movements month on month, debtor days and cash flow monitoring.


This report was approved by the board on 24 January 2025 and signed on its behalf.



Marino Morelli
Director

Page 3

 
Lyons & Annoot Holdings Limited
 

 
Directors' Report
For the Period Ended 31 December 2023

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

Directors' responsibilities statement

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

 In preparing these financial statements, the directors are 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 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 the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The profit for the period, after taxation, amounted to £2,126,990.

Dividends of £nil were paid by Lyons & Annoot Holdings Limited in the period. 

Directors

The directors who served during the period were:

Martin Lyons (appointed 3 May 2023)
David Mills (appointed 3 May 2023)
Marino Morelli (appointed 3 May 2023)

Future developments

In respect of Lyons & Annoot Holdings Limited, it is the intention of the directors to continue operating on the same basis as the current, which is to focus attention on the trading company Lyons & Annoot Limited which is the only trading company currently in the group. This remains the situation for the foreseeable future.

Disclosure of information to auditors

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

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

Page 4

 
Lyons & Annoot Holdings Limited
 

 
Directors' Report (continued)
For the Period Ended 31 December 2023

Post balance sheet events

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

Auditors

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

This report was approved by the board on 24 January 2025 and signed on its behalf.
 





Marino Morelli
Director

Page 5

 
Lyons & Annoot Holdings Limited
 

 
Independent Auditors' Report to the Members of Lyons & Annoot Holdings Limited
 

Opinion


We have audited the financial statements of Lyons & Annoot Holdings Limited (the 'parent Company') and its subsidiaries (the 'Group') for the period ended 31 December 2023, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the 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 December 2023 and of the Group's profit 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 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 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 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 directors with respect to going concern are described in the relevant sections of this report.


Page 6

 
Lyons & Annoot Holdings Limited
 

 
Independent Auditors' Report to the Members of Lyons & Annoot Holdings Limited (continued)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual ReportOur opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


We have nothing to report in this regard.


Opinion on other matters prescribed by the Companies Act 2006
 

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


the information given in the Group Strategic Report and the Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
the Group 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 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 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 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 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 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 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 directors either intend to liquidate the Group or the parent Company or to cease operations, or have no realistic alternative but to do so.


Page 7

 
Lyons & Annoot Holdings Limited
 

 
Independent Auditors' Report to the Members of Lyons & Annoot Holdings Limited (continued)


Auditors' responsibilities for the audit of the financial statements
 

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these 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:
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 unidentified
related party transactions and lack of disclosure, posting inappropriate journal entries to increase revenue or
reduce expenditure, management bias in accounting estimates and judgemental areas of the financial
statements such as the impairment provision for retention's and margin recognition for long-term contract. Audit
procedures performed by the engagement team included:
Discussions with management and assessment of known or suspected instances of non-compliance with
laws and regulations (including health and safety, anti-bribery and employment law) and fraud, and review of
reports made by management and external advisors; and
 
 Assessment of identified fraud risk factors; and
Confirmation of related parties with management, and review of transactions throughout the period to identify
any previously undisclosed transactions with related parties outside the normal course of business; and
Review of significant an unusual transactions and evaluation of the underlying financial rationale supporting
the transactions; and
 Identifying and testing journal entries, in particular any manual entries made at the year end for financial
statement preparation; and
Reviewing the income recognised for amounts recoverable on long term contract to ensure no evidence of
management bias; and
Performing analytical procedures with automated data analytics tools to identify any unusual or unexpected
relationships, including related party transactions, that may indicate risks of material misstatement due to
fraud; and
Reviewing managements' provision for impairment of the retention balance to there ensure is no evidence of
management bias. 


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


Page 8

 
Lyons & Annoot Holdings Limited
 

 
Independent Auditors' Report to the Members of Lyons & Annoot Holdings Limited (continued)


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 of the effectiveness of the Company's 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 Auditors' 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 Auditors' 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.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statementsWe are responsible for the direction, supervision and performance of the Group audit. We remain solely responsible for our audit opinion.


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 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.





Mark Attwood (Senior Statutory Auditor)
for and on behalf of
Kreston Reeves LLP
Chartered Accountants
Statutory Auditor
Canterbury

31 January 2025
Page 9

 
Lyons & Annoot Holdings Limited
 

Consolidated Statement of Comprehensive Income
For the Period Ended 31 December 2023

2023
Note
£

  

Turnover
 4 
7,611,566

Cost of sales
  
(4,857,679)

Gross profit
  
2,753,887

Administrative expenses
  
174,691

Operating profit
 5 
2,928,578

Interest receivable and similar income
 8 
13,378

Profit before taxation
  
2,941,956

Tax on profit
 9 
(814,966)

Profit for the financial period
  
2,126,990

  

Total comprehensive income for the period
  
2,126,990

Profit for the period attributable to:
  

Owners of the parent Company
  
2,126,990

  
2,126,990

The notes on pages 16 to 29 form part of these financial statements.

Page 10

 
Lyons & Annoot Holdings Limited
Registered number: 14844061

Consolidated Balance Sheet
As at 31 December 2023

2023
Note
£

Fixed assets
  

Intangible assets
 10 
6,131,641

Tangible assets
 11 
135,659

  
6,267,300

Current assets
  

Debtors: amounts falling due within one year
 13 
3,558,275

Cash at bank and in hand
 14 
1,419,733

  
4,978,008

Creditors: amounts falling due within one year
 15 
(3,689,796)

Net current assets
  
 
 
1,288,212

Total assets less current liabilities
  
7,555,512

Creditors: amounts falling due after more than one year
  
(5,400,000)

Provisions for liabilities
  

Deferred taxation
 17 
(28,423)

  
 
 
(28,423)

Net assets
  
2,127,089


Capital and reserves
  

Called up share capital 
 18 
99

Profit and loss account
 19 
2,126,990

  
2,127,089


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 24 January 2025.




Marino Morelli
Director

The notes on pages 16 to 29 form part of these financial statements.

Page 11

 
Lyons & Annoot Holdings Limited
Registered number: 14844061

Company Balance Sheet
As at 31 December 2023

2023
Note
£

Fixed assets
  

Investments
  
9,949,500

  
9,949,500

Current assets
  

Debtors: amounts falling due within one year
 13 
1,190,099

  
1,190,099

Creditors: amounts falling due within one year
 15 
(1,797,500)

Net current (liabilities)/assets
  
 
 
(607,401)

Total assets less current liabilities
  
9,342,099

  

Creditors: amounts falling due after more than one year
  
(5,400,000)

  

Net assets
  
3,942,099


Capital and reserves
  

Called up share capital 
 18 
99

Profit for the period
  
3,942,000

Profit and loss account carried forward
  
3,942,000

  
3,942,099


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 24 January 2025.


Marino Morelli
Director

The notes on pages 16 to 29 form part of these financial statements.

Page 12

 
Lyons & Annoot Holdings Limited
 

Consolidated Statement of Changes in Equity
For the Period Ended 31 December 2023


Called up share capital
Profit and loss account
Total equity

£
£
£

At 3 May 2023
99
-
99


Comprehensive income for the period

Profit for the period
-
2,126,990
2,126,990
Total comprehensive income for the period
-
2,126,990
2,126,990


At 31 December 2023
99
2,126,990
2,127,089

The notes on pages 16 to 29 form part of these financial statements.

Page 13

 
Lyons & Annoot Holdings Limited
 

Company Statement of Changes in Equity
For the Period Ended 31 December 2023


Called up share capital
Profit and loss account
Total equity

£
£
£

At 3 May 2023
99
-
99


Comprehensive income for the period

Profit for the period
-
3,942,000
3,942,000
Total comprehensive income for the period
-
3,942,000
3,942,000


At 31 December 2023
99
3,942,000
3,942,099

The notes on pages 16 to 29 form part of these financial statements.

Page 14

 
Lyons & Annoot Holdings Limited
 

Consolidated Statement of Cash Flows
For the Period Ended 31 December 2023

2023
£

Cash flows from operating activities

Profit for the financial period
2,126,990

Adjustments for:

Amortisation of intangible assets
322,718

Depreciation of tangible assets
41,041

Interest received
(13,378)

Taxation charge
540,421

Decrease in debtors
72,244

(Decrease)/increase in creditors
(1,036,651)

Net cash generated from operating activities

2,053,385


Cash flows from investing activities

Purchase of intangible fixed assets
(500,000)

Purchase of tangible fixed assets
(149,609)

Purchase of fixed asset investments
2,480

Interest received
13,378

Net cash from investing activities

(633,751)

Cash flows from financing activities

Issue of ordinary shares
99

Net cash used in financing activities
99

Net increase in cash and cash equivalents
1,419,733

Cash and cash equivalents at the end of period
1,419,733


Cash and cash equivalents at the end of period comprise:

Cash at bank and in hand
1,419,733

1,419,733


Page 15

 
Lyons & Annoot Holdings Limited
 

 
Notes to the Financial Statements
For the Period Ended 31 December 2023

1.


General information

Lyons & Annoot Holdings Limited is a private company limited by shares and is incorporated in England
with the registration number 14844061. 
The company's registered office is 28 Telegraph Hill Industrial Estate, Laundry Road, Minster, Ramsgate,
Kent CT12 4HY.

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 company's functional and presentational currency is Pounds Sterling.
The company's financial statements are presented to the nearest Pound.

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.
 

Page 16

 
Lyons & Annoot Holdings Limited
 

 
Notes to the Financial Statements
For the Period Ended 31 December 2023

2.Accounting policies (continued)

 
2.3

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:

Sale of goods

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

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.

Long-term contracts
Profits on long-term contracts is taken as the work is carried out if the final outcome can be assessed
with reasonable certainty. The profit included is calculated on a prudent basis to reflect the proportion
of the work carried out at the year end, by recording turnover and related costs as contract activity
progresses. Turnover is calculated as that proportion of total contract value which costs incurred to
date bear to total expected costs for that contract. Revenues derived from variations on contracts are
recognised only when they have been accepted by the customer. Full provision is made for losses on
all contracts in the year in which they are first foreseen.

 
2.4

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.

 
2.5

Interest income

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

Page 17

 
Lyons & Annoot Holdings Limited
 

 
Notes to the Financial Statements
For the Period Ended 31 December 2023

2.Accounting policies (continued)

 
2.6

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.

 
2.7

Current and deferred taxation

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

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

 
2.8

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.

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.

Page 18

 
Lyons & Annoot Holdings Limited
 

 
Notes to the Financial Statements
For the Period Ended 31 December 2023

2.Accounting policies (continued)

 
2.9

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:

Plant and machinery
-
15%
Motor vehicles
-
25%
Fixtures and fittings
-
10%

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.

 
2.10

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.11

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.

 
2.12

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.

 
2.13

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.

Page 19

 
Lyons & Annoot Holdings Limited
 

 
Notes to the Financial Statements
For the Period Ended 31 December 2023

2.Accounting policies (continued)

 
2.14

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Deferred tax liabilities are also presented within provisions but are measured in accordance with the accounting policy on taxation.
 
Increases in provisions are generally charged as an expense to profit or loss.

 
2.15

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 receivables, cash and bank balances, are initially measured at their transaction price including transaction costs 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 receivables due with the operating cycle fall into this category of financial instruments.

Page 20

 
Lyons & Annoot Holdings Limited
 

 
Notes to the Financial Statements
For the Period Ended 31 December 2023

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires the directors to make judgements, estimates and
assumptions that can affect the amounts reported for assets and liabilities, and the results for the year.
The nature of estimation is such though that actual outcomes could differ significantly from those
estimates.
The following judgements have had the most significant impact on amounts recognised in the financial
statements:
Amounts recoverable on long term contracts
As a building contractor, the group has entered into a number of construction contracts in the year.
When the outcome of a construction contract can be estimated reliably, the company has recognised
contract revenue and contract costs associated with the construction contract as revenue and expenses
respectively by reference to the stage of completion of the contract at the end of the reporting period
(often referred to as the percentage of completion method).
Reliable estimation of the outcome requires reliable estimates of the stage of completion, future costs and
collectible billings. The company determines the stage of completion of a construction contract using
surveys of work performed.  The total amounts recoverable on long term contracts can be seen at note
14. 


4.


Turnover

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


2023
£

Construction services
7,611,566

7,611,566


All turnover arose within the United Kingdom.


5.


Operating profit

The operating profit is stated after charging:

2023
£

Depreciation of tangible fixed assets
41,041

Operating lease rentals
12,456

Defined contribution pension cost
49,846

Page 21

 
Lyons & Annoot Holdings Limited
 

 
Notes to the Financial Statements
For the Period Ended 31 December 2023

6.


Auditors' remuneration

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


2023
£

Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements
3,000


7.


Employees

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


Group
2023
£



Wages and salaries
(325,612)

Social security costs
(43,918)

Cost of defined contribution scheme
49,847

(319,683)

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

2023
No.



Directors
3

The Company has no employees other than the directors, who did not receive any remuneration NIL.


8.


Interest receivable

2023
£


Other interest receivable
13,378

13,378

Page 22

 
Lyons & Annoot Holdings Limited
 

 
Notes to the Financial Statements
For the Period Ended 31 December 2023

9.


Taxation


2023
£

Corporation tax


Current tax on profits for the year
789,251


789,251


Total current tax
789,251

Deferred tax


Origination and reversal of timing differences
25,715

Total deferred tax
25,715


Tax on profit
814,966

Factors affecting tax charge for the period

The tax assessed for the period is higher than the standard rate of corporation tax in the UK of 25%. The differences are explained below:

2023
£


Profit on ordinary activities before tax
2,941,956


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25%
735,489

Effects of:


Expenses not deductible for tax purposes
81,491

Capital allowances for period in excess of depreciation
(28,055)

Short-term timing difference leading to an increase (decrease) in taxation
25,715

Other timing differences leading to an increase (decrease) in taxation
326

Total tax charge for the period
814,966

In the Spring Budget 2021, the UK Government announced that from 1 April 2023 the corporation tax rate
would increase to 25% (rather than remaining at 19%, as previously enacted). This new law was
substantively enacted on 24 May 2021.

Page 23

 
Lyons & Annoot Holdings Limited
 

 
Notes to the Financial Statements
For the Period Ended 31 December 2023

10.


Intangible assets

Group 




Goodwill

£



Cost


Additions
6,454,359



At 31 December 2023

6,454,359



Amortisation


Charge for the period on owned assets
322,718



At 31 December 2023

322,718



Net book value



At 31 December 2023
6,131,641




11.


Tangible fixed assets

Group






Plant and machinery
Motor vehicles
Fixtures and fittings
Total

£
£
£
£



Cost or valuation


Additions
-
149,609
-
149,609


Acquisition of subsidiary
816
4,723
21,551
27,090



At 31 December 2023

816
154,332
21,551
176,699



Depreciation


Charge for the period on owned assets
119
39,781
1,140
41,040



At 31 December 2023

119
39,781
1,140
41,040



Net book value



At 31 December 2023
697
114,551
20,411
135,659

Page 24

 
Lyons & Annoot Holdings Limited
 

 
Notes to the Financial Statements
For the Period Ended 31 December 2023

12.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


Additions
9,949,500



At 31 December 2023
9,949,500





Subsidiary undertaking


The following was a subsidiary undertaking of the Company:

Name

Registered office

Class of shares

Holding

Lyons & Annoot Limited
28 Telegraph Hill,Industrial Estate, Laundry Road, Minster, Ramsgate,Kent CT12 4HY.
Ordinary
100%


13.


Debtors

Group
Company
2023
2023
£
£


Trade debtors
1,613,668
-

Other debtors
43,191
1,190,099

Prepayments and accrued income
4,143
-

Amounts recoverable on long-term contracts
1,897,273
-

3,558,275
1,190,099



14.


Cash and cash equivalents

Group
2023
£

Cash at bank and in hand
1,419,733

1,419,733


Page 25

 
Lyons & Annoot Holdings Limited
 

 
Notes to the Financial Statements
For the Period Ended 31 December 2023

15.


Creditors: Amounts falling due within one year

Group
Company
2023
2023
£
£

Trade creditors
844,878
-

Corporation tax
891,409
297,500

Other taxation and social security
41,981
-

Other creditors
1,504,068
1,500,000

Accruals and deferred income
407,460
-

3,689,796
1,797,500



16.


Creditors: Amounts falling due after more than one year

Group
Company
2023
2023
£
£

Other creditors
5,400,000
5,400,000

5,400,000
5,400,000


There are no amounts included within other creditors falling after more than one year that are repayablemore than five years after the balance sheet date.


17.


Deferred taxation


Group



2023


£






Charged to profit or loss
(25,715)


Arising on business combinations
(2,708)



At end of year
(28,423)






Group
2023
£

Accelerated capital allowances
(28,423)

(28,423)

Page 26

 
Lyons & Annoot Holdings Limited
 

 
Notes to the Financial Statements
For the Period Ended 31 December 2023

18.


Share capital

2023
£
Allotted, called up and fully paid


99 Ordinary shares of £1.00 each
99





19.


Reserves

Profit and loss account

This reserve comprises all current and prior period retained profits and losses after deducting any
distributions made to the company's shareholders. 

20.


Analysis of net debt




Cash flows
Acquisition and disposal of subsidiaries
At 31 December 2023
£

£

£

Cash at bank and in hand

(1,632,247)

3,051,980

1,419,733


(1,632,247)
3,051,980
1,419,733

Page 27

 
Lyons & Annoot Holdings Limited
 

 
Notes to the Financial Statements
For the Period Ended 31 December 2023

21.
 

Business combinations

On 4th July 2023, the group acquired control of Lyons & Annoot Limited through the purchase of 100% of the company's share capital. The revenue from Lyons & Annoot Limited included in the consolidated statement of comprehensive income was £7,611,566. Lyons & Annoot Limited generated profit after tax of £2,747,208 over the same period. The fair value of net assets at the date of acquisition is shown in the table below. 

Acquisition of Lyons & Annoot Limited

Recognised amounts of identifiable assets acquired and liabilities assumed

Book value
Fair value
£
£

Fixed Assets

Tangible
27,091
27,091

27,091
27,091

Current Assets

Debtors
3,630,521
3,630,521

Cash at bank and in hand
3,051,980
3,051,980

Total Assets
6,709,592
6,709,592

Creditors

Due within one year
(2,711,743)
(2,711,743)

Deferred taxation
(2,708)
(2,708)

Total Identifiable net assets
3,995,141
3,995,141


Goodwill
5,954,359

Total purchase consideration
9,949,500

Consideration

£


Cash
3,049,500

Deferred consideration
6,900,000

Total purchase consideration
9,949,500

Cash outflow on acquisition

£


Purchase consideration settled in cash, as above
3,049,500

3,049,500

Less: Cash and cash equivalents acquired
(3,051,980)

Net cash outflow on acquisition
(2,480)

Page 28

 
Lyons & Annoot Holdings Limited
 

 
Notes to the Financial Statements
For the Period Ended 31 December 2023

22.


Pension commitments

The group operates a defined contributions pension scheme. The assets of the scheme are held
separately from those of the company in an independently administered fund. The pension cost charge
represents contributions payable by the company to the fund and amounted to £49,847.


23.


Commitments under operating leases

At 31 December 2023 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
2023
£

Not later than 1 year
22,600

Later than 1 year and not later than 5 years
28,250

50,850

24.


Related party transactions

During the period the group entered into transactions, in the ordinary course of business, with related parties. The company is exempt from disclosing related party transactions with other companies wholly owned within the group. 
The key management personnel of the group is comprised only of the directors of Lyons & Annoot Holdings Limited and Lyons & Annoot Limited. The total compensation payable in respect of these individuals is £149,420.

Page 29