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Nicol & Andrew Limited

Annual Report and Financial Statements
Period from 1 November 2023 to 31 March 2024

Registration number: 02307060

 

Nicol & Andrew Limited

Contents

Balance Sheet

1

Notes to the Financial Statements

2 to 12

 

Nicol & Andrew Limited

Balance Sheet

31 March 2024

Note

31 March
2024
£

(As restated)

31 October
2023
£

Fixed assets

 

Tangible assets

4

68,629

254,318

Current assets

 

Stocks

5

78,076

43,387

Debtors

6

1,482,686

1,919,244

Cash at bank and in hand

 

90,373

139,974

 

1,651,135

2,102,605

Creditors: Amounts falling due within one year

7

(874,431)

(863,111)

Net current assets

 

776,704

1,239,494

Total assets less current liabilities

 

845,333

1,493,812

Provisions for liabilities

-

(25,893)

Net assets

 

845,333

1,467,919

Capital and reserves

 

Called up share capital

8

92,593

92,593

Profit and loss account

752,740

1,375,326

Shareholders' funds

 

845,333

1,467,919

These financial statements have been prepared and delivered in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006 and the option not to file the Profit and Loss Account has been taken.

Approved and authorised by the Board on 19 March 2025 and signed on its behalf by:
 

.........................................
Mr D S Sneddon
Director

Company Registration Number: 02307060

 

Nicol & Andrew Limited

Notes to the Financial Statements

Period from 1 November 2023 to 31 March 2024

1

General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
28 Speed House
Barbican
London
EC2Y 8AT
England

These financial statements were authorised for issue by the Board on 19 March 2025.

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A - 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006.

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

 

Nicol & Andrew Limited

Notes to the Financial Statements

Period from 1 November 2023 to 31 March 2024

Going concern

The directors have considered the suitability of preparing the Accounts on a going concern basis and acknowledges that there is significant doubt on the company's ability to continue as a going concern. The directors have concluded that while there are material uncertainties around the future trading performance of its On-Site Machining division, they are satisfied that the company will be able to meet its financial obligations as they fall due for at least the next 12 months.

In arriving at this conclusion, the directors have considered the following:

1. The On-Site Machining division made a significant loss in the year, which even with a profitable hydraulics division created a loss in the period to 31 March 2024 of £622,586.

2. A significant drop in sales in the On-Site division over the last year. Though if sales and order opportunities are followed through, this will turnaround the performance of this division to also be profitable and cash generative.

3. The opportunity to restructure operations to reduce costs and lower the break-even point for the On-Site Machining division.

4. While forecasts have not been updated for the next 12 months, due to current uncertainties over the order book for On-Site Machining the business has been significantly profitable in the recent past and the directors are confident that they can return to previously seen operations, through a significant marketing campaign as well as the development of framework agreements with a very large customer.

5. Recently cash balances have reduced significantly but are expected to recover once the On-Site Machining divisions order book recovers and operational cost improvements have been implemented.

6. The ultimate parent company, Leviathan Engineering Limited, has provided significant financial support to the group. Cash has been received from the parent to support the group since year end.

7. The covenants on the group loan that is used to help fund Nicol and Andrew Limited were breached in the year. But the group's main external funder has indicated that subject to the group’s financial performance and liquidity levels being in line with their forecasts they will not withdraw the current funding or amend the loan structure provided to the group due to the breaches in the loan covenants at the year end, and after the year end, for the foreseeable future (i.e. 12 months from the date the audit report of Leviathan Newco 3 Limited is signed for the year ended 31 March 2024).

 

Nicol & Andrew Limited

Notes to the Financial Statements

Period from 1 November 2023 to 31 March 2024

Prior period errors

In the prior period there was an incorrect corporation tax creditor

 

Prior period disclosed in these financial statements
£

Prior period disclosed in previous financial statements
£

Corporation tax creditor

-

59,929

Profit and loss reserve

1,375,326

1,315,397

   

Key sources of estimation uncertainty

In the application of the company's accounting policies management is required to make judgements, estimates and assumptions about the carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate where the revision affects only that period, or in the period of the revision and future periods where the revision reflects both current and future periods.

Determining whether there are indicators of impairment of the company's tangible assets. Tangible fixed assets are depreciated over their useful life taking into account residual values, where appropriate. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the asset. The carrying amount is £68,629 (2023: £254,318).

Determining whether stock is held at the correct value by ensuring it is stated at the lower of cost or net realisable value, the estimate being the selling price less costs to complete and sell. Stock is assessed for impairment and potential provision is estimated. Management undertake regular stocktakes and review the ageing and selling profile of the stock. The carrying amount is £78,076 (2023: £43,387).

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services to external customers in the ordinary course of the company’s activities. Turnover is shown net of value added tax, returns, rebates and discounts and after eliminating sales within the company. Turnover is recognised when the goods or services have been delivered to the customer.

Tax

Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

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

 

Nicol & Andrew Limited

Notes to the Financial Statements

Period from 1 November 2023 to 31 March 2024

Deferred tax is recognised on all timing differences at the balance sheet date unless indicated below. Timing differences are differences between taxable profits and the results as stated in the profit and loss account and other comprehensive income. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

Tangible assets

Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Furniture, fittings and equipment

15% Reducing balance

Motor vehicles

15% Reducing balance

Plant and Machinery

15% Reducing balance

Intangible assets

Intangible assets are measured at cost less accumulative amortisation and any accumulative impairment losses.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first-in, first-out (FIFO) method.

Work in progress is recognised on the basis on the value of work completed to date, including a profit element.

 

Nicol & Andrew Limited

Notes to the Financial Statements

Period from 1 November 2023 to 31 March 2024

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.

Assets held under finance leases are recognised at the lower of their fair value at inception of the lease and the present value of the minimum lease payments. These assets are depreciated on a straight-line basis over the shorter of the useful life of the asset and the lease term. The corresponding liability to the lessor is included in the balance sheet as a finance lease obligation.

Lease payments are apportioned between finance costs in the profit and loss account and reduction of the lease obligation so as to achieve a constant periodic rate of interest on the remaining balance of the liability.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

 

Nicol & Andrew Limited

Notes to the Financial Statements

Period from 1 November 2023 to 31 March 2024

Financial instruments

Classification
The company holds the following financial instruments:

• Short term trade and other debtors and creditors;
• Bank loans; and
• Cash and bank balances.

All financial instruments are classified as basic.

 Recognition and measurement
The company has chosen to apply the recognition and measurement principles in FRS102.

Financial instruments are recognised when the company becomes party to the contractual provisions of the instrument and derecognised when in the case of assets, the contractual rights to cash flows from the assets expire or substantially all the risks and rewards of ownership are transferred to another party, or in the case of liabilities, when the company’s obligations are discharged, expire or are cancelled.

Except for bank loans, such instruments are initially measured at transaction price, including transaction costs, and are subsequently carried at the undiscounted amount of the cash or other consideration expected to be paid or received, after taking account of impairment adjustments.

Bank loans are initially measured at transaction price, including transaction costs, and are subsequently carried at amortised cost using the effective interest method.


 

3

Staff numbers

The average number of persons employed by the company (including directors) during the period, was 29 (2023 - 27).

 

Nicol & Andrew Limited

Notes to the Financial Statements

Period from 1 November 2023 to 31 March 2024

4

Tangible assets

Furniture, fittings and equipment
 £

Motor vehicles
 £

Plant and machinery
£

Total
£

Cost or valuation

At 1 November 2023

21,821

116,243

1,423,664

1,561,728

Additions

3,494

-

-

3,494

Disposals

(15,315)

(14,041)

(1,307,330)

(1,336,686)

At 31 March 2024

10,000

102,202

116,334

228,536

Depreciation

At 1 November 2023

14,026

92,971

1,200,413

1,307,410

Charge for the period

511

1,218

3,156

4,885

Eliminated on disposal

(11,907)

(9,056)

(1,131,425)

(1,152,388)

At 31 March 2024

2,630

85,133

72,144

159,907

Carrying amount

At 31 March 2024

7,370

17,069

44,190

68,629

At 31 October 2023

7,795

23,272

223,251

254,318

5

Stocks

31 March
2024
£

31 October
2023
£

Work in progress

60,880

-

Other inventories

17,196

43,387

78,076

43,387

 

Nicol & Andrew Limited

Notes to the Financial Statements

Period from 1 November 2023 to 31 March 2024

6

Debtors

31 March
2024
£

(As restated)

31 October
2023
£

Trade debtors

306,270

577,026

Amounts owed by group undertakings

1,133,530

1,161,881

Prepayments

36,313

102,201

Other debtors

6,573

78,136

1,482,686

1,919,244

7

Creditors

Creditors: amounts falling due within one year

31 March
2024
£

31 October
2023
£

Due within one year

Trade creditors

55,220

44,093

Amounts owed to group undertakings

666,213

631,594

Taxation and social security

104,264

153,127

Other creditors

21,924

7,692

Accruals and deferred income

26,810

26,605

874,431

863,111

8

Share capital

Allotted, called up and fully paid shares

 

31 March
2024

31 October
2023

 

No.

£

No.

£

Ordinary of £1 each

83,334

83,334

83,334

83,334

Ordinary B of £1 each

9,259

9,259

9,259

9,259

 

92,593

92,593

92,593

92,593

 

Nicol & Andrew Limited

Notes to the Financial Statements

Period from 1 November 2023 to 31 March 2024

9

Obligations under leases and hire purchase contracts

Operating leases

The total of future minimum lease payments is as follows:

31 March
2024
£

31 October
2023
£

Not later than one year

127,500

118,750

Later than one year and not later than five years

90,000

78,333

217,500

197,083

The amount of non-cancellable operating lease payments recognised as an expense during the period was £55,208 (2023 - £49,583).

10

Related party transactions

The company has taken advantage of the exemption in FRS 102 "Related Party Disclosures" from disclosing transactions with other wholly owned members of the group.

 

Nicol & Andrew Limited

Notes to the Financial Statements

Period from 1 November 2023 to 31 March 2024

11

Audit report

The Independent Auditors' Report was qualified. We were appointed as auditor of the company during the period, and thus did not observe the counting of inventories at 31 October 2023. We were also unable to obtain a breakdown of the £43,387 shown in that year's financial statements. We were unable to obtain sufficient and appropriate evidence concerning that balance through other audit procedures. As a result we were unable to determine whether any adjustment to the 31 October 2023 stock balance was necessary or whether there was any consequential effect on the cost of sales for the period ended 31 March 2024.

In addition to this, we were also unable to obtain sufficient appropriate evidence concerning the existence of fixed assets at 31 October 2023, and therefore whether they were disposed of during the current period or an earlier one. As a result we were unable to determine whether any adjustment to the 31 October 2023 fixed asset balance was necessary or whether there was any consequential effect on the disposal or depreciation figures for the period ended 31 March 2024.

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


We draw attention to Note 2 in the financial statements, which indicates that the company incurred a net loss of £622,586 during the period ended 31 March 2024 in addition to breaching the covenants on the group loan that is used to help fund Nicol and Andrew Limited. As stated in Note 2, these events or conditions, along with other matters as set forth in Note 2, indicate that a material uncertainty exists that may cast significant doubt on the company’s ability to continue as a going concern.

Our opinion is not modified in respect of this matter.

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. Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
The name of the Senior Statutory Auditor who signed the audit report was Robert Whitehead FCCA, who signed for and on behalf of PKF Francis Clark on 20 March 2025.

12

Parent and ultimate parent undertaking

The company's immediate parent is Nicol & Andrew Holdings Limited, incorporated in England & Wales.

 The ultimate parent is Leviathan Engineering Limited, incorporated in England & Wales .

 

 

Nicol & Andrew Limited

Notes to the Financial Statements

Period from 1 November 2023 to 31 March 2024

Relationship between entity and parents

The parent of the smallest group in which these financial statements are consolidated is Leviathan Newco 3 Limited, incorporated in England and Wales.

The address of Leviathan Newco 3 Limited is:
28 Speed House, Barbican, London, England, EC2Y 8AT