Whiting Holdings Limited
Annual report and financial statements
For the year ended 30 June 2024
Whiting Holdings Limited
Company information
Directors
Mr B Bridges
Mr M Murphy
Mr D A Twist
Mr L J Upcott
Mr M Murphy
Mr B W Bridges
Mr J Murphy
Company number
11750821
Registered office
Wildmoor Lane
Wildmoor
Bromsgrove
B61 0RH
Auditor
DJH Audit Limited
The Glades
Festival Way
Festival Park
Stoke-on-Trent
Staffordshire
ST1 5SQ
Whiting Holdings Limited
Contents
Page
Strategic report
1 - 4
Directors' report
5 - 6
Independent auditor's report
7 - 10
Income statement
11
Group statement of comprehensive income
12
Group statement of financial position
13 - 14
Company statement of financial position
15
Group statement of changes in equity
16
Company statement of changes in equity
17
Group statement of cash flows
18
Notes to the financial statements
19 - 42
Whiting Holdings Limited
Strategic report
For the year ended 30 June 2024
- 1 -

The directors present the strategic report for the year ended 30 June 2024.

Review of the business

The directors are pleased to report that group turnover for the year to 30 June 24 is £61,056,078 (2023 - £65,991,810). The reduction in sales is due to lower construction sales in one of our subsidiaries, Elite Landscapes Ltd.

The group’s principal activity continues to be the carrying out of commercial landscaping and sundry civils contracts throughout the UK. This comprises a mixture of construction and maintenance contracts.

 

The gross margin percentage has increased compared to the previous year from 14.1% to 17.0%. This is largely due to the elimination of poor performing contracts.

 

There has been an increase in administration expenses from £4,910,937 in 2023 to £6,197,395 in 2024. This has largely been due to an impairment recognised on the goodwill of subsidiary company Kelbec Civils Limited, which is expected to cease trading post year-end. For more information on this, please see the future developments section of this strategic report and the events after the reporting date note.

 

The interest payable in the year has reduced from £576,418 in 2023 to £435,814 in 2024. This is due to the continued reduction in amounts due in connection with deferred consideration with payments of £2,602,237 being made in accordance with expectations, with a corresponding reduction in other creditors as a result.

 

Profit after taxation has decreased from £2,795,398 to £2,497,030 in the current period due to the reasons noted above and an increase in the average tax rate.

 

At the statement of financial position date group net assets increased from £11,125,423 in 2023 to £13,478,453 in 2024.

Whiting Holdings Limited
Strategic report (continued)
For the year ended 30 June 2024
- 2 -
Principal risks and uncertainties

The group has experienced significant increases in labour costs during the year but has largely been able to mitigate the majority of these.

The group is exposed to fluctuations in the construction industry. Trading in the majority of the group’s markets continues to be strong, but there are signs that sales related to the housebuilding sector may come under pressure for a short period.

Overall, the group operates in a number of different sectors carrying out both construction and maintenance works and due to this diversity has a spread exposure to mitigate any effects.

Financial instrument risk

Foreign currency risk

The group is exposed in its trading operations to the risk of changes in foreign currency exchange rates. The overall risk is not significant. The main foreign currency in which the group operates is the Euro.

Credit risk

There is an increased risk of customer default currently of companies in the construction industry.

The group has partially offset its risk with credit insurance in place on a number of customers and closely monitors outstanding debtor amounts against credit ratings. The amounts presented in the balance sheet are net of allowances for doubtful debts. The group's credit risk is spread over a large number of customers and overall the group is not concerned about its credit risk exposure.

Liquidity risk

The group's policy has been to ensure continuity of funding through acquiring an element of its fixed assets under finance leases and arranging funding for operations via medium-term loans and additional revolving credit facilities to aid short-term flexibility. The group also funds acquisitions by way of deferred consideration which is paid over a number of periods.

Cash flow interest rate risk

Interest-bearing assets comprise cash and bank deposits, all of which earn interest at the market rate. Interest bearing liabilities consist of finance leases and deferred consideration. Finance leases carry a fixed rate of interest and deferred consideration carries a fixed rate of interest plus the Bank of England base rate. Bank loans held in previous years have been fully repaid in the period. The directors monitor the overall level of borrowings and interest costs to limit any adverse effects on the performance of the company.

Future developments

The group is forecasting an increase in sales for the year to June 2025, with profits at broadly similar levels to the current year.

After the year-end, but before the date of the approval of the financial statements, a decision was made to cease trading in subsidiary Kelbec Civils Limited within the next 12 months.

The company has given notice on existing customer contracts and employees have been informed of the decision.

The company continues to trade as it winds down its operations, with some fixed assets and employees expected to transfer to other group companies.

No significant financial impact is expected on the group.

Whiting Holdings Limited
Strategic report (continued)
For the year ended 30 June 2024
- 3 -
Key performance indicators

The directors consider that the key performance indicators are return on capital employed, gross profit margin and net profit margin:

 

 

Return on capital employed is operating profit as a percentage of equity shareholders' funds.

Gross profit margin is gross profit as a percentage of turnover.

Net profit margin is profit after tax as a percentage of turnover.

 

The group does not have any non-financial key performance indicators that it monitors.

S172 Statement

The Board of Directors, in line with their duties under s172 of the Companies Act 2006, have acted in a way that, in their opinion, ensures the success of the group for the benefit of all members as a whole. The Board takes into account a wide range of factors when making long term decisions. The following covers the key areas.

The group takes a prudent approach to risk and continues to diversify its operations where possible. The group now incorporates companies that complement each other by operating in different markets. The group continues to have in force a credit insurance policy to protect a proportion of the group’s trading debt and hence help protect stakeholders going forward.

The different skills that the group offers mean that opportunities can be maximised across the group where possible. The group places great importance on developing good, long lasting relationships with key customers. Periodic meetings are held with key customers to aid future work planning and receive feedback on performance.

The group is committed to operating on an ethical basis and employees are made aware of our Equal Opportunities, Ethical and Whistleblowing policies. To date, no issues have been raised. We have robust Cyber Security procedures and have achieved the Cyber Essentials accreditation.

Engagement with employees

The group places great importance on the welfare and treatment of its employees. Employees are given regular appraisals to ensure that their development can be discussed and any issues are addressed. All employees are paid at or above the National Living Wage and bonuses are paid at regular intervals. Additionally, employees have access to a Mental Health First Aider and to the services of the charity Perennial which can offer help on money worries, ill health, homelessness, redundancy, bereavement or family breakdown. Employees are consulted on PPE and work clothing to ensure they are comfortable and safe during their working day.

Engagement with suppliers

The group has good relationships with key suppliers and regular feedback is given to ensure that operations can be carried out efficiently. The majority of our key suppliers have a long history of trading with the group and this is promoted by, for instance, ensuring that we trade in a fair way with them and comply with agreed payment terms. Suppliers are assessed on an ongoing basis to ensure that they are delivering the best service possible and their performance is discussed in weekly meetings. Regular communication is maintained with key suppliers.

Engagement with the community

The group places great importance on how it interacts with the local community. Community projects are carried out on a regular basis and involve office staff. During the year we have completed some Orchard Planting at Blythe Valley and carried out refurbishment works  to a cricket pavilion at Handsworth Park. We continue to support many local charities such as St Richard's Hospice. We also make donations to a number of local amateur football teams in the form of kit sponsorship.

Whiting Holdings Limited
Strategic report (continued)
For the year ended 30 June 2024
- 4 -

On behalf of the board

Mr L J Upcott
Director
6 March 2025
Whiting Holdings Limited
Directors' report
For the year ended 30 June 2024
- 5 -

The directors present their annual report and financial statements for the year ended 30 June 2024.

Principal activities

The principal activity of the group continued to be that of the supply and installation of landscaping and maintenance services to commercial sites throughout the country.

 

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

Results and dividends

The results for the year are set out on page 11.

Ordinary dividends were paid amounting to £144,000. The directors do not recommend payment of a further dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

Mr B Bridges
Mr M Murphy
Mr D A Twist
Mr L J Upcott
Mr M Murphy
Mr B W Bridges
Mr J Murphy
Energy and carbon report

As Whiting Holdings Limited is a large group, it is required to report on its emissions, energy consumption and energy efficiency by way of Streamlined Energy and Carbon Reporting in this Directors' report.

 

The group has consumed more than 40,000 kWh of energy in this reporting period, and it therefore does not qualify as a low energy user under these regulations.

 

However, no energy reporting information has been disclosed in these financial statements as the group has taken exemptions available in the Companies (Directors’ Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018, Part 7A, Paragraph 20E which allows a group to exclude information for subsidiary companies that would not be required to report in their own right. All subsidiaries of Whiting Holdings Limited are small or medium sized company's and so are not required to include energy reporting information in their own financial statements. On this basis, no information is required to be included in the group report.

Whiting Holdings Limited
Directors' report (continued)
For the year ended 30 June 2024
- 6 -
Statement of directors' responsibilities

The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Strategic report

The truegroup has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

On behalf of the board
Mr L J Upcott
Director
6 March 2025
Whiting Holdings Limited
Independent auditor's report
To the members of Whiting Holdings Limited
- 7 -
Opinion

We have audited the financial statements of Whiting Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 June 2024 which comprise the group income statement, the group statement of comprehensive income, the group statement of financial position, the company statement of financial position, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The 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:

Basis for opinion

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

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and 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.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. 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.

Whiting Holdings Limited
Independent auditor's report (continued)
To the members of Whiting Holdings Limited
- 8 -

Opinions on other matters prescribed by the Companies Act 2006

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

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 their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the 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 parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

Whiting Holdings Limited
Independent auditor's report (continued)
To the members of Whiting Holdings Limited
- 9 -

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

 

We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

 

To address the risk of fraud through management bias and override of controls, we:

 

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

 

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

 

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

 

 

 

Whiting Holdings Limited
Independent auditor's report (continued)
To the members of Whiting Holdings Limited
- 10 -

Use of our report

This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Nicola Johnson (Senior Statutory Auditor)
For and on behalf of
19 March 2025
DJH Audit Limited
Accountants
Statutory Auditor
The Glades
Festival Way
Festival Park
Stoke-on-Trent
Staffordshire
ST1 5SQ
Whiting Holdings Limited
Group income statement
For the year ended 30 June 2024
- 11 -
2024
2023
Notes
£
£
Turnover
3
61,056,078
65,991,810
Cost of sales
(50,658,277)
(56,715,218)
Gross profit
10,397,801
9,276,592
Administrative expenses
(6,197,395)
(4,910,937)
Other operating income
51,194
17,407
Operating profit
4
4,251,600
4,383,062
Share of profits of associates
39,178
92,067
Interest receivable and similar income
8
34,372
3,490
Interest payable and similar expenses
9
(435,814)
(576,418)
Profit before taxation
3,889,336
3,902,201
Tax on profit
10
(1,392,306)
(1,106,803)
Profit for the financial year
28
2,497,030
2,795,398
Profit for the financial year is attributable to:
- Owners of the parent company
2,015,508
2,263,136
- Non-controlling interests
481,522
532,262
2,497,030
2,795,398

The income statement has been prepared on the basis that all operations are continuing operations.

Whiting Holdings Limited
Group statement of comprehensive income
For the year ended 30 June 2024
- 12 -
2024
2023
£
£
Profit for the year
2,497,030
2,795,398
Other comprehensive income
-
-
Total comprehensive income for the year
2,497,030
2,795,398
Total comprehensive income for the year is attributable to:
- Owners of the parent company
2,015,508
2,263,136
- Non-controlling interests
481,522
532,262
2,497,030
2,795,398
Whiting Holdings Limited
Group statement of financial position
As at 30 June 2024
30 June 2024
- 13 -
2024
2023
Notes
£
£
£
£
Fixed assets
Goodwill
13
6,238,224
7,967,622
Other intangible assets
13
-
0
1,318
Total intangible assets
6,238,224
7,968,940
Tangible assets
14
1,349,242
1,156,969
Investments
15
339,055
431,877
7,926,521
9,557,786
Current assets
Stocks
18
598,620
530,486
Debtors
19
17,237,271
16,121,899
Cash at bank and in hand
6,071,646
6,331,179
23,907,537
22,983,564
Creditors: amounts falling due within one year
20
(16,216,920)
(16,484,299)
Net current assets
7,690,617
6,499,265
Total assets less current liabilities
15,617,138
16,057,051
Creditors: amounts falling due after more than one year
21
(1,496,962)
(4,216,077)
Provisions for liabilities
Provisions
24
330,000
445,601
Deferred tax liability
25
311,723
269,950
(641,723)
(715,551)
Net assets
13,478,453
11,125,423
Capital and reserves
Called up share capital
27
96
96
Profit and loss reserves
28
8,703,761
6,832,253
Equity attributable to owners of the parent company
8,703,857
6,832,349
Non-controlling interests
4,774,596
4,293,074
13,478,453
11,125,423
Whiting Holdings Limited
Group statement of financial position (continued)
As at 30 June 2024
30 June 2024
- 14 -
The financial statements were approved by the board of directors and authorised for issue on 6 March 2025 and are signed on its behalf by:
06 March 2025
Mr L J Upcott
Mr B W Bridges
Director
Director
Company registration number 11750821 (England and Wales)
Whiting Holdings Limited
Company statement of financial position
As at 30 June 2024
30 June 2024
- 15 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
15
11,313,921
11,929,287
Current assets
Debtors
19
1,245,014
1,032,014
Cash at bank and in hand
94,072
78,851
1,339,086
1,110,865
Creditors: amounts falling due within one year
20
(2,380,215)
(3,089,785)
Net current liabilities
(1,041,129)
(1,978,920)
Total assets less current liabilities
10,272,792
9,950,367
Creditors: amounts falling due after more than one year
21
-
(1,416,667)
Net assets
10,272,792
8,533,700
Capital and reserves
Called up share capital
27
96
96
Profit and loss reserves
28
10,272,696
8,533,604
Total equity
10,272,792
8,533,700

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £1,883,092 (2023 - £2,445,212 profit).

The financial statements were approved by the board of directors and authorised for issue on 6 March 2025 and are signed on its behalf by:
06 March 2025
Mr L J Upcott
Mr B W Bridges
Director
Director
Company registration number 11750821 (England and Wales)
Whiting Holdings Limited
Group statement of changes in equity
For the year ended 30 June 2024
- 16 -
Share capital
Profit and loss reserves
Total controlling interest
Non-controlling interest
Total
Notes
£
£
£
£
£
Balance at 1 July 2022
96
4,857,117
4,857,213
3,760,812
8,618,025
Year ended 30 June 2023:
Profit and total comprehensive income
-
2,263,136
2,263,136
532,262
2,795,398
Dividends
11
-
(288,000)
(288,000)
-
(288,000)
Balance at 30 June 2023
96
6,832,253
6,832,349
4,293,074
11,125,423
Year ended 30 June 2024:
Profit and total comprehensive income
-
2,015,508
2,015,508
481,522
2,497,030
Dividends
11
-
(144,000)
(144,000)
-
(144,000)
Balance at 30 June 2024
96
8,703,761
8,703,857
4,774,596
13,478,453
Whiting Holdings Limited
Company statement of changes in equity
For the year ended 30 June 2024
- 17 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 July 2022
96
6,376,392
6,376,488
Year ended 30 June 2023:
Profit and total comprehensive income for the year
-
2,445,212
2,445,212
Dividends
11
-
(288,000)
(288,000)
Balance at 30 June 2023
96
8,533,604
8,533,700
Year ended 30 June 2024:
Profit and total comprehensive income
-
1,883,092
1,883,092
Dividends
11
-
(144,000)
(144,000)
Balance at 30 June 2024
96
10,272,696
10,272,792
Whiting Holdings Limited
Group statement of cash flows
For the year ended 30 June 2024
- 18 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
35
4,948,781
6,089,527
Income taxes paid
(1,568,409)
(845,919)
Net cash inflow from operating activities
3,380,372
5,243,608
Investing activities
Purchase of tangible fixed assets
(351,934)
(328,587)
Proceeds from disposal of tangible fixed assets
60,523
23,875
Dividends from associates
32,000
42,000
Payments of deferred consideration
(2,602,237)
(2,557,640)
Interest received
34,372
3,490
Net cash used in investing activities
(2,827,276)
(2,816,862)
Financing activities
Repayment of bank loans
(100,000)
(100,000)
Payment of finance leases obligations
(132,686)
(115,101)
Interest paid
(435,814)
(430,060)
Dividends paid to equity shareholders
(144,000)
(288,000)
Net cash used in financing activities
(812,500)
(933,161)
Net (decrease)/increase in cash and cash equivalents
(259,404)
1,493,585
Cash and cash equivalents at beginning of year
6,331,050
4,837,465
Cash and cash equivalents at end of year
6,071,646
6,331,050
Relating to:
Cash at bank and in hand
6,071,646
6,331,179
Bank overdrafts included in creditors payable within one year
-
(129)
Whiting Holdings Limited
Notes to the group financial statements
For the year ended 30 June 2024
- 19 -
1
Accounting policies
Company information

Whiting Holdings Limited (“the company”) is a private limited company, limited by shares, domiciled and incorporated in England and Wales. The registered office is Whiting Landscape Ltd, Wildmoor Lane, Wildmoor, Bromsgrove, England, B61 0RH.

 

The group consists of Whiting Holdings Limited and all of its subsidiaries.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company and group. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

 

1.2
Business combinations

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

 

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

Whiting Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 June 2024
1
Accounting policies
(Continued)
- 20 -
1.3
Basis of consolidation

The consolidated financial statements incorporate those of Whiting Holdings Limited, all its subsidiary undertakings for the period and also an associated undertaking. All financial statements are made up to 30 June 2024 except for the associated undertaking, where results are made up to 31 March 2024, with adjustments made to estimate results to 30 June 2024.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation.

1.4
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.5
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Sale of goods

Turnover from the sale of goods is recognised when all of the following conditions are satisfied:

 

Rendering of maintenance services

Turnover from a contract to provide maintenance 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:

 

Contract turnover

Amounts recoverable on construction contracts are included in debtors and are valued, inclusive of profit, based on work executed at contract prices plus variations. Any work invoiced in advance of the work being completed is recorded in creditors. Contracts are valued based on managements judgement and the profit margin that each individual contract is expected to attain.

 

Turnover and costs on contracts are recognised as activity progresses once the outcome can be assessed with reasonable certainty. Full provision is made for anticipated future losses. Where contract payments received exceed amounts recoverable, these amounts are included in creditors. Materials sold as part of a contract that are held off site and have been certified by a third party are included in turnover at cost.

Whiting Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 June 2024
1
Accounting policies
(Continued)
- 21 -
1.6
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.

1.7
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Website costs
33.33% on cost
1.8
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following bases:

Plant and equipment
33.33% on cost, 20% on cost and 10% on cost
Fixtures and fittings
10% and 20% on cost
Computers
33.33% on cost and 20% on cost
Motor vehicles
33.33% on cost and 20% on cost

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the income statement.

The residual values and useful lives of tangible fixed assets are reviewed, and adjusted if appropriate, at the end of each reporting period if there are indicators of change. The carrying amount of an asset is written down immediately to its recoverable amount if the asset's carrying amount is assessed as greater than its estimated recoverable amount.

1.9
Fixed asset investments

In the parent company financial statements, investments in subsidiaries and associates are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

Whiting Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 June 2024
1
Accounting policies
(Continued)
- 22 -

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

 

Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates. Goodwill amortisation in the Group Income Statement is netted off the share of profits of associates.

 

Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.

 

In the parent company financial statements, investments in associates are accounted for at cost less impairment.

1.10
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any).

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use.

 

If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset in prior years. A reversal of an impairment loss is recognised immediately in profit or loss.

1.11
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition. These have been calculated using the FIFO method.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

Whiting Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 June 2024
1
Accounting policies
(Continued)
- 23 -
1.12
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand.

1.13
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 statement of financial position when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and 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 debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. 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.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of 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 deducting all of its liabilities.

Whiting Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 June 2024
1
Accounting policies
(Continued)
- 24 -
Basic financial liabilities

Basic financial liabilities, including creditors, bank loans and loans from fellow group companies, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.14
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

1.15
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

Whiting Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 June 2024
1
Accounting policies
(Continued)
- 25 -
1.16
Provisions

Other provisions for the group relate to the estimated cost of a warranty to replace trees and shrubs, where required, on construction contracts in the 12 months following completion of the contract, at a cost to the group.

 

These other provisions are recognised when the group has a present legal or constructive obligation as a result of past events and it is probable that an outflow of resources will be required to settle the obligation, with the amounts involved being able to be estimated reliably.

 

The outflow of resources required to settle obligations covered by other provisions is likely to be within a period of 12 months from the period-end date, and so no present value adjustments are made for the timing of the outflows.

1.17
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.18
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.19
Leases

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

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the statement of financial position as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

1.20
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

1.21

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Whiting Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 June 2024
- 26 -
2
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated 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 is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

 

Critical judgements in applying the Group's accounting policies

 

In the director's opinion there are no critical judgements, apart from those involving estimations (dealt with separately below), that they have made in applying group's accounting policies and that have had a significant effect on the amounts recognised in the financial statements.

Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Amortisation rates and estimated useful life of goodwill:

Goodwill has been recognised on acquisitions made in prior periods. Management have estimated the useful economic life of goodwill based on the time period over which ongoing benefits and cash flows are anticipated from the acquired customer base, knowledge and expertise of management and the reputation of the business. Uncertainties in these estimates relate to the actual economic useful life of the goodwill.

Valuation of goodwill and deferred contingent consideration

Goodwill has been recognised on acquisitions made during prior periods. For one of the acquisitions, the estimated total consideration payable includes an element of deferred and contingent consideration. Management estimated the value of the deferred and contingent consideration based on future forecasts of the acquired company for a five year period. Future expected cash flows are discounted by management's estimated market rate of interest for a similar value liability. Uncertainties in these estimates relate to the actual future performance of the company that has been acquired and the actual interest rates available to the company for a liability of this size and nature. This estimate is reconsidered on an annual basis.

 

In the current year, a reduction of £162,990 in goodwill and deferred consideration has been recognised as a result of changes in estimated future profitability.

Valuation of contracts:

Management review each construction contract ongoing at the year end in order to obtain an accurate valuation of the work completed to date and therefore any profits or losses on contract to recognise. Management recognise profits on contracts once the outcome can be measured with reasonable certainty. Management will review the level of work completed and the costs incurred on each individual contract at the year end and estimate the profit margin that the group expects to make on each contract. The contract valuation will be adjusted based on this, with any increases in valuations of contracts being recorded in debtors and any reductions in valuations of contracts being recorded in creditors. Any anticipated future losses are provided for in full. Uncertainties in the valuation of individual contracts relate to the actual value of work to be completed on the contracts and therefore the actual profit expected to be made on each contract.

Whiting Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 June 2024
2
Judgements and key sources of estimation uncertainty
(Continued)
- 27 -
Valuation of other provisons:

Other provisions relates to the estimated cost of a warranty to replace trees and shrubs, where required, on construction contracts in the 12 months following completion of the contract, at a cost to the company. The group includes a provision to account for the estimated likely costs on contracts completed in the financial year. Management base the valuation on the actual costs of replacements that have been carried out in the 12 months following the completion of contracts in prior periods.

 

Uncertainty in this provision relates to the actual number of replacements that will be required and the actual total replacement costs that will be incurred.

3
Turnover and other revenue
2024
2023
£
£
Turnover analysed by class of business
Construction
47,980,678
54,403,817
Maintenance
12,484,781
10,814,558
Shrub nursery
590,619
773,435
61,056,078
65,991,810
2024
2023
£
£
Other revenue
Interest income
34,372
3,490
4
Operating profit
2024
2023
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange (gains)/losses
-
291
Depreciation of tangible fixed assets
351,958
278,330
Profit on disposal of tangible fixed assets
(5,080)
(12,739)
Amortisation of intangible assets
1,201,259
1,280,867
Impairment of assets
466,467
-
0
Operating lease charges
581,004
515,639
5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
9,900
9,500
Audit of the financial statements of the company's subsidiaries
57,600
55,350
67,500
64,850
Whiting Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 June 2024
5
Auditor's remuneration
(Continued)
- 28 -
For other services
Taxation compliance services
2,800
2,500
All other non-audit services
23,800
23,050
26,600
25,550
6
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
Landscaping
132
120
-
-
Administration
32
31
-
-
Directors
7
7
-
-
Total
171
158
-
0
-
0

Their aggregate remuneration comprised:

Group
Company
2024
2023
2024
2023
£
£
£
£
Wages and salaries
6,553,182
5,913,922
-
0
-
0
Social security costs
689,333
644,265
-
-
Pension costs
443,674
328,647
-
0
-
0
7,686,189
6,886,834
-
0
-
0
7
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
590,020
538,786
Company pension contributions to defined contribution schemes
250,000
148,000
840,020
686,786

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 7 (2023 - 7).

Whiting Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 June 2024
7
Directors' remuneration
(Continued)
- 29 -
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2024
2023
£
£
Remuneration for qualifying services
148,566
148,640
Company pension contributions to defined contribution schemes
60,000
40,000
8
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
32,968
-
0
Other interest income
1,404
3,490
Total income
34,372
3,490
9
Interest payable and similar expenses
2024
2023
£
£
Interest on bank overdrafts and loans
5,346
10,208
Interest on finance leases and hire purchase contracts
34,710
23,392
Other interest
395,758
542,818
Total finance costs
435,814
576,418
10
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
1,377,231
1,050,056
Adjustments in respect of prior periods
(26,698)
(13,003)
Total current tax
1,350,533
1,037,053
Deferred tax
Origination and reversal of timing differences
41,773
69,750
Total tax charge
1,392,306
1,106,803
Whiting Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 June 2024
10
Taxation
(Continued)
- 30 -

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2024
2023
£
£
Profit before taxation
3,889,336
3,902,201
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 25.00%)
972,334
975,550
Tax effect of expenses that are not deductible in determining taxable profit
47,501
31,667
Tax effect of income not taxable in determining taxable profit
(8,000)
-
0
Effect of change in corporation tax rate
-
(231,711)
Amortisation on assets not qualifying for tax allowances
300,645
320,217
Under/(over) provided in prior years
(26,698)
(13,003)
Deferred tax adjustments in respect of prior years
1,804
11,594
Deferred tax not provided for
281
18,603
Enhanced capital allowances deduction
-
0
(9,795)
Share of profits in associate not taxable
(6,090)
(28,884)
Overprovision of corporation tax
-
0
32,565
Underprovision of corporation tax
(6,088)
-
Effect of impairment of investments
116,617
-
Taxation charge
1,392,306
1,106,803
11
Dividends
2024
2023
Recognised as distributions to equity holders:
£
£
Interim paid
144,000
288,000
Whiting Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 June 2024
- 31 -
12
Impairments

Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:

2024
2023
Notes
£
£
In respect of:
Goodwill
13
366,467
-
Investments in associates
15
100,000
-
Recognised in:
Administrative expenses
466,467
-
13
Intangible fixed assets
Group
Goodwill
Website costs
Total
£
£
£
Cost
At 1 July 2023
12,596,693
3,950
12,600,643
Other movements
(162,990)
-
0
(162,990)
At 30 June 2024
12,433,703
3,950
12,437,653
Amortisation and impairment
At 1 July 2023
4,629,071
2,632
4,631,703
Amortisation charged for the year
1,199,941
1,318
1,201,259
Impairment losses
366,467
-
0
366,467
At 30 June 2024
6,195,479
3,950
6,199,429
Carrying amount
At 30 June 2024
6,238,224
-
0
6,238,224
At 30 June 2023
7,967,622
1,318
7,968,940
The company had no intangible fixed assets at 30 June 2024 or 30 June 2023.

More information on impairment movements in the year is given in note 12.

Other movements in goodwill relate to changes in the estimate of deferred contingent consideration in the year, as noted in the judgements and key sources of estimation uncertainty note.

Whiting Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 June 2024
- 32 -
14
Tangible fixed assets
Group
Plant and equipment
Fixtures and fittings
Computers
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 July 2023
1,514,263
52,252
34,859
426,768
2,028,142
Additions
288,496
35,537
17,439
258,202
599,674
Disposals
(77,488)
-
0
-
0
(105,111)
(182,599)
At 30 June 2024
1,725,271
87,789
52,298
579,859
2,445,217
Depreciation and impairment
At 1 July 2023
712,740
(109)
483
158,059
871,173
Depreciation charged in the year
218,893
10,256
18,052
104,757
351,958
Eliminated in respect of disposals
(67,050)
-
0
-
0
(60,106)
(127,156)
At 30 June 2024
864,583
10,147
18,535
202,710
1,095,975
Carrying amount
At 30 June 2024
860,688
77,642
33,763
377,149
1,349,242
At 30 June 2023
801,523
52,361
34,376
268,709
1,156,969
The company had no tangible fixed assets at 30 June 2024 or 30 June 2023.

Included within the total net book value of tangible assets is £502,159 (2023 - £352,399) in respect of Plant and Machinery and Motor Vehicle assets held under hire purchase contracts.

15
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
16
-
0
-
0
11,004,253
11,619,619
Investments in associates
17
339,055
431,877
309,668
309,668
339,055
431,877
11,313,921
11,929,287
Whiting Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 June 2024
15
Fixed asset investments
(Continued)
- 33 -
Movements in fixed asset investments
Group
Shares in associates
£
Cost or valuation
At 1 July 2023
431,877
Share of profit
39,178
Dividends received
(32,000)
At 30 June 2024
439,055
Impairment
At 1 July 2023
-
Impairment losses
100,000
At 30 June 2024
100,000
Carrying amount
At 30 June 2024
339,055
At 30 June 2023
431,877
Movements in fixed asset investments
Company
Shares in subsidiaries and associates
£
Cost or valuation
At 1 July 2023 and 30 June 2024
11,929,287
Impairment
At 1 July 2023
-
Impairment losses
615,366
At 30 June 2024
615,366
Carrying amount
At 30 June 2024
11,313,921
At 30 June 2023
11,929,287
16
Subsidiaries

Details of the company's subsidiaries at 30 June 2024 are as follows:

Whiting Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 June 2024
16
Subsidiaries
(Continued)
- 34 -
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Whiting Landscape Holdings Limited
Wildmoor Lane, Bromsgrove, Worcestershire, B61 0RH
Ordinary
100.00
-
Whiting Landscape Limited
Wildmoor Lane, Bromsgrove, Worcestershire, B61 0RH
Ordinary
-
100.00
Kelbec Civils Limited
Whiting Landscape Ltd, Wildmoor Lane, Wildmoor, Bromsgrove, England, B61 0RH
Ordinary A, B, C & D
100.00
-
Elite Landscapes Holdings Limited
Whiting Landscape Ltd, Wildmoor Lane, Wildmoor, Bromsgrove, England, B61 0RH
Ordinary A
60.00
-
Elite Landscapes Limited
Unit F7 The Priory, Stomp Road, Burnham, Buckinghamshire, England, SL1 7LW
Ordinary
-
60.00

The share capital of Elite Landscapes Holdings Limited is made up of 300,000 £1 Ordinary A shares and 200,000 £1 Ordinary B shares. Whiting Holdings Limited owns 100% of the Ordinary A shares and 0% of the Ordinary B shares, representing 60% control.

 

The share capital of Elite Landscapes Limited is 100% owned by Elite Landscapes Holdings Limited. Whiting Holdings Limited has 60% control of Elite Landscapes Limited, by virtue of its 60% control of Elite Landscapes Holdings Limited.

17
Associates

Details of associates at 30 June 2024 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
BCA Design Limited
Studio 3 The Court, Holywell Business Park, Northfield Road, Warwickshire, CV47 0FS
Ordinary A
25

Aggregate capital and reserves for BCA Design Limited as at 31 March 2024 were £596,757 (2023 - £820,392) and the profit for the year ended 31 March 2024 was £229,755 (2023 - £441,311).

 

The share capital for BCA Design Limited is made up of 75 £1 Ordinary shares and 25 £1 Ordinary A shares. Whiting Holdings Limited owns 100% of the Ordinary A shares, representing 25% control, and as such the investment is treated as an interest in associated undertakings in these financial statements.

 

The share of profit in associates for the period, totalling £39,178 (2023 - £92,067), is made up of a £57,439 (2023 - £110,328) share of profit after tax of the associate, less a goodwill amortisation charge of £18,261 (2023 - £18,261).

 

An impairment loss of £100,000 (2023 - £nil) has been recognised against the carrying value of the group's share of investment in associates.

Whiting Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 June 2024
- 35 -
18
Stocks
Group
Company
2024
2023
2024
2023
£
£
£
£
Finished goods and goods for resale
598,620
530,486
-
0
-
0
19
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
11,112,136
9,893,224
-
0
-
0
Amounts recoverable on contracts
1,301,298
1,604,355
-
0
-
0
Amounts owed by group undertakings
-
-
1,245,014
1,002,014
Other debtors
93,612
40,169
-
0
30,000
Prepayments and accrued income
3,286,738
3,091,815
-
0
-
0
15,793,784
14,629,563
1,245,014
1,032,014
Amounts falling due after more than one year:
Trade debtors
174,309
159,964
-
0
-
0
Prepayments and accrued income
1,269,178
1,332,372
-
0
-
0
1,443,487
1,492,336
-
-
Total debtors
17,237,271
16,121,899
1,245,014
1,032,014
20
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans and overdrafts
22
-
0
100,129
-
0
100,000
Obligations under finance leases
23
158,140
116,715
-
0
-
0
Payments received on account
1,829,789
1,842,187
-
0
-
0
Trade creditors
7,397,972
7,330,310
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
56,500
74,315
Corporation tax payable
524,205
742,081
-
0
-
0
Other taxation and social security
1,111,649
936,188
-
-
Other creditors
4,000,454
3,878,351
2,303,714
2,895,470
Accruals and deferred income
1,194,711
1,538,338
20,001
20,000
16,216,920
16,484,299
2,380,215
3,089,785
Whiting Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 June 2024
20
Creditors: amounts falling due within one year
(Continued)
- 36 -

Included within group and company other creditors falling due within one year is deferred consideration. Of this deferred consideration, £2,292,000 (2023 - £2,875,333) is secured by an all assets debenture, containing a fixed and floating charge with a negative pledge.

21
Creditors: amounts falling due after more than one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Obligations under finance leases
23
242,980
169,351
-
0
-
0
Other creditors
1,253,982
4,046,726
-
0
1,416,667
1,496,962
4,216,077
-
1,416,667

Included within group and company other creditors falling due after more than one year is deferred consideration. Of this deferred consideration, £Nil (2023 - £1,416,667) is secured by an all assets debenture, containing a fixed and floating charge with a negative pledge.

22
Loans and overdrafts
Group
Company
2024
2023
2024
2023
£
£
£
£
Bank loans
-
0
100,000
-
0
100,000
Bank overdrafts
-
0
129
-
0
-
0
-
100,129
-
100,000
Payable within one year
-
0
100,129
-
0
100,000

Bank loans were secured by way of fixed and floating charges, with a negative pledge over all assets. A right of set-off is also included with the bank loan.

23
Finance lease obligations
Group
Company
2024
2023
2024
2023
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
158,140
116,715
-
0
-
0
In two to five years
242,980
169,351
-
0
-
0
401,120
286,066
-
-
Whiting Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 June 2024
23
Finance lease obligations
(Continued)
- 37 -

Obligations under finance leases and hire purchase contracts are secured on the assets to which they relate.

24
Provisions for liabilities
Group
Company
2024
2023
2024
2023
£
£
£
£
Other provisions
330,000
445,601
-
-
Movements on provisions:
Other provisions
Group
£
At 1 July 2023
445,601
Reduction in provisions
192,433
Utilisation of provision
(308,034)
At 30 June 2024
330,000

Other provisions are made up of amounts provided for in relation to potential warranty replacements of tree and shrubs in the 12 months following completion of construction contracts and amounts provided for in relation to specific issues identified on certain contracts that are outside of the control of the company but likely to give rise to additional work and/or replacements being required.

25
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
2024
2023
Group
£
£
Accelerated capital allowances
309,929
269,950
Retirement benefit obligations
1,794
-
311,723
269,950
The company has no deferred tax assets or liabilities.
Whiting Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 June 2024
25
Deferred taxation
(Continued)
- 38 -
Group
Company
2024
2024
Movements in the year:
£
£
Liability at 1 July 2023
269,950
-
Charge to profit or loss
41,773
-
Liability at 30 June 2024
311,723
-
26
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
443,674
328,647

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund. Contributions totalling £1,576 (2023 - £3,314) were payable to the fund at the balance sheet date and are included in creditors.

27
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary A of £1 each
72
72
72
72
Ordinary B of £1 each
24
24
24
24
96
96
96
96

Each ordinary share has full voting rights, full dividend rights and the right to participate in distributions on winding up.

28
Reserves
Profit and loss reserves

Profit and loss reserves are made up of accumulated profits less accumulated losses and distributions up to the reporting date. This is a distributable reserve.

Whiting Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 June 2024
- 39 -
29
Operating lease commitments
Lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2024
2023
2024
2023
£
£
£
£
Within one year
619,975
538,040
-
-
Between two and five years
941,877
799,748
-
-
1,561,852
1,337,788
-
-
30
Non-controlling Interests

Elite Landscapes Holdings Limited is a 60% subsidiary of Whiting Holdings Limited, with 100% control of its subsidiary company, Elite Landscapes Limited. The non-controlling interest at the financial year end was £4,774,596 (2023 - £4,293,074) and the share of profit on ordinary activities after taxation was £481,522 (2023 - £532,262).

31
Events after the reporting date

After the year-end, but before the date of the approval of the financial statements, a decision was made to cease trading in subsidiary Kelbec Civils Limited within the next 12 months.

The company has given notice on existing customer contracts and employees have been informed of the decision.

The company continues to trade as it winds down its operations, with some fixed assets and employees expected to transfer to other group companies. No significant financial impact is expected on the group.

 

 

 

 

 

 

 

 

 

 

 

 

Whiting Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 June 2024
- 40 -
32
Related party transactions

Amounts due to directors

 

At the balance sheet date, included in other creditors were amounts due to the directors of £3,485,012 (2023 - £5,784,028) in relation to deferred consideration.

 

During the year £293,920 (2023 - £381,209) interest was paid to the directors on deferred consideration. Interest is payable on £2,292,000 (2023 - £4,292,000) of the deferred consideration at a rate of 5% plus the Bank of England base rate per annum. No interest is payable on the remainder.

 

Rental costs

 

During the year, rent of £76,000 (2023 - £76,000) was charged to the group by a pension scheme in which directors are beneficiaries of. There were no balances outstanding to the pension scheme at the year end (2023 - £Nil).

 

Transactions with other related parties

 

During the year, the group made purchases of £383,309 (2023 - £443,598) from an associated company that the group has an interest in. Balances outstanding to this associated company at the year end totalled £100,891 (2023 - £132,840). During the year the group also received dividends of £32,000 (2023 - £42,000) from the associated company.

 

During the year, total remuneration payable to key management personnel for the group was £1,408,503 (2023 - £1,208,027).

33
Directors' transactions

Dividends totalling £144,000 (2023 - £288,000) were paid in the year in respect of shares held by the company's directors.

34
Controlling party

There is no ultimate controlling party.

Whiting Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 June 2024
- 41 -
35
Cash generated from group operations
2024
2023
£
£
Profit for the year after tax
2,497,030
2,795,398
Adjustments for:
Share of results of associates and joint ventures
(39,178)
(92,067)
Taxation charged
1,392,306
1,106,803
Finance costs
435,814
576,418
Investment income
(34,372)
(3,490)
Gain on disposal of tangible fixed assets
(5,080)
(12,739)
Amortisation and impairment of assets
1,667,726
1,280,867
Depreciation and impairment of tangible fixed assets
351,958
278,330
Decrease in provisions
(115,601)
(25,197)
Movements in working capital:
(Increase)/decrease in stocks
(68,134)
98,208
Increase in debtors
(1,115,372)
(1,522,092)
(Decrease)/increase in creditors
(18,316)
1,609,088
Cash generated from operations
4,948,781
6,089,527
36
Analysis of changes in net funds/(debt) - group
1 July 2023
Cash flows
New finance leases
Other non-cash changes
30 June 2024
£
£
£
£
£
Cash at bank and in hand
6,331,179
(259,533)
-
-
6,071,646
Bank overdrafts
(129)
129
-
-
-
0
6,331,050
(259,404)
-
0
-
6,071,646
Borrowings excluding overdrafts
(100,000)
100,000
-
-
-
Obligations under finance leases
(286,066)
132,686
(247,740)
-
(401,120)
Other debts falling due within 1 year
(3,560,729)
2,602,237
-
(2,730,501)
(3,688,993)
Other debts falling due after 1 year
(4,046,726)
-
-
2,792,744
(1,253,982)
(1,662,471)
2,575,519
(247,740)
62,243
727,551
Whiting Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 June 2024
36
Analysis of changes in net funds/(debt) - group
(Continued)
- 42 -

Major Non-Cash Transactions

 

In the current period the group entered into hire purchase agreement to the value of £247,740 (2023 - £128,984).

 

Deferred consideration is included within others debts in the analysis of changes in net debt note.

 

Other non-cash changes in the year relate to ageing of the debt and adjustments to deferred contingent consideration.

 

 

 

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