Winn & Coales (Denso) Limited
Annual Report and Financial Statements
For the year ended 30 June 2024
Company Registration No. 01372246 (England and Wales)
Winn & Coales (Denso) Limited
Company Information
Directors
C. P. Winn
A. P. Stuart
B. R. Dunsterville
T. C. Capps
S. M. Crawley
Dr K. Erskine
J. Winn
R. L. Darlow
A. F. Stewart
Company number
01372246
Registered office
Denso House
Chapel Road
West Norwood
London
SE27 0TR
Auditor
Moore Kingston Smith LLP
6th Floor
9 Appold Street
London
EC2A 2AP
Winn & Coales (Denso) Limited
Contents
Page
Strategic report
1 - 2
Directors' report
3
Directors' responsibilities statement
4
Independent auditor's report
5 - 8
Profit and loss account
9
Statement of comprehensive income
10
Balance sheet
11
Notes to the financial statements
12 - 22
Winn & Coales (Denso) Limited
Strategic Report
For the year ended 30 June 2024
Page 1
The directors present the strategic report for the year ended 30 June 2024.
Fair review of the business
Sales in the year decreased to £12.91m (2023: £14.95m) and there was a loss on ordinary activities before taxation of £32,942 (2023: £115,143).
The directors did not pay a dividend (2023: £nil) in the year to it's parent company.
Principal risks and uncertainties
During the last year the wider group has continued to review strategies in order to maximise commercial opportunities and minimise exposure to principal risks and uncertainties.
The diversity of our activities between corrosion prevention systems, sealing and waterproofing systems and fibre reinforced plastic component systems with worldwide market potential, coupled with manufacturing facilities in four different continents help minimize the impact of possible future downside risk in one particular aspect of the business.
As the wider group expands worldwide there is a potential risk of financial loss or damage to our reputation resulting from inadequate or failed internal processes and systems or the actions of people or external events. The directors of the group manages these potential risks through appropriate controls and loss mitigation actions.
Examples are:
1) Regularly reviewing performance against budget and forecasts.
3) Instituting formal risk reviews for all major contracts prior to quotation.
4) Ensuring adequate insurances are in place (including Business Interruption).
5) Regularly reviewing our export agency and distributor agreements.
The directors accept their collective responsibility in providing Health and Safety and Environmental Leadership and are committed to meeting their obligations in all aspects of the group’s activities.
Development and performance
The directors expect the results for the year ended 30 June 2025 to be broadly in line with those of the current financial year, and trading to date is consistent with this.
Key performance indicators
We monitor our activities using Key Performance Indicators including:
2024
2023
Change
£000
£000
%
Turnover
12,915
14,951
-13.62%
Gross Margin as a % of Turnover
29.79%
25.30%
4.49%
Improvements in these areas have been fundamental to improving performance and reducing costs.
Winn & Coales (Denso) Limited
Strategic Report (Continued)
For the year ended 30 June 2024
Page 2
Financial Result and Economic Outlook
Despite the challenges presented by the historical economic environment the company remains in a sound financial position with strong reserves and a strong customer base. The high cost of raw materials and energy and a continued uncertain global economic outlook continue to impact on the company.
While selling price increases have been necessary, the company has endeavoured to keep these to a minimum and continues to focus on providing high quality products and at a competitive price.
Promoting the success of the company
C. P. Winn
Director
4 December 2024
Winn & Coales (Denso) Limited
Directors' Report
For the year ended 30 June 2024
Page 3
The directors present their annual report and financial statements for the year ended 30 June 2024.
Principal activities
The principal activity of the company continued to be that of the manufacture and sale of impermeable membranes and tapes for waterproofing, gas sealing and corrosion protection.
Results and dividends
The results for the year are set out on page 9.
No ordinary dividends were paid. The directors do not recommend payment of a final dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
C. P. Winn
A. P. Stuart
B. R. Dunsterville
T. C. Capps
S. M. Crawley
Dr K. Erskine
J. Winn
R. L. Darlow
A. F. Stewart
Qualifying third party indemnity provisions
The company has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.
Auditor
Moore Kingston Smith LLP were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.
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 company’s auditor 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 company’s auditor is aware of that information.
On behalf of the board
C. P. Winn
Director
4 December 2024
Winn & Coales (Denso) Limited
Directors' Responsibilities Statement
For the year ended 30 June 2024
Page 4
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 company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Winn & Coales (Denso) Limited
Independent Auditor's Report
To the Members of Winn & Coales (Denso) Limited
Page 5
Opinion
We have audited the financial statements of Winn & Coales (Denso) Limited (the 'company') for the year ended 30 June 2024 which comprise the Profit and Loss Account, the Statement of Comprehensive Income, the Balance Sheet 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 FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 30 June 2024 and of its loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
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.
Winn & Coales (Denso) Limited
Independent Auditor's Report (Continued)
To the Members of Winn & Coales (Denso) Limited
Page 6
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the Directors' Responsibilities Statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
Winn & Coales (Denso) Limited
Independent Auditor's Report (Continued)
To the Members of Winn & Coales (Denso) Limited
Page 7
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.
As part of an audit in accordance with ISAs (UK) we exercise professional judgement and maintain professional scepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the company’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.
Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
Winn & Coales (Denso) Limited
Independent Auditor's Report (Continued)
To the Members of Winn & Coales (Denso) Limited
Page 8
Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.
The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company.
Our approach was as follows:
We obtained an understanding of the legal and regulatory requirements applicable to the company and considered that the most significant are the Companies Act 2006, UK financial reporting standards as issued by the Financial Reporting Council, and UK taxation legislation.
We obtained an understanding of how the company complies with these requirements by discussions with management and those charged with governance.
We assessed the risk of material misstatement of the financial statements, including the risk of material misstatement due to fraud and how it might occur, by holding discussions with management and those charged with governance.
We inquired of management and those charged with governance as to any known instances of non-compliance or suspected non-compliance with laws and regulations.
Based on this understanding, we designed specific appropriate audit procedures to identify instances of non-compliance with laws and regulations. This included making enquiries of management and those charged with governance and obtaining additional corroborative evidence as required.
There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.
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.
Anna Matveeva
Senior Statutory Auditor
for and on behalf of Moore Kingston Smith LLP
4 December 2024
Chartered Accountants
Statutory Auditor
6th Floor
9 Appold Street
London
EC2A 2AP
Winn & Coales (Denso) Limited
Profit and Loss Account
For the year ended 30 June 2024
Page 9
2024
2023
Notes
£
£
Turnover
3
12,914,607
14,950,681
Cost of sales
(9,068,063)
(11,169,073)
Gross profit
3,846,544
3,781,608
Distribution costs
(2,304,616)
(2,383,553)
Administrative expenses
(1,577,603)
(1,516,584)
Operating loss
4
(35,675)
(118,529)
Interest receivable and similar income
6
2,733
3,386
Loss before taxation
(32,942)
(115,143)
Tax on loss
8
Loss for the financial year
(32,942)
(115,143)
The Profit and Loss Account has been prepared on the basis that all operations are continuing operations.
Winn & Coales (Denso) Limited
Statement of Comprehensive Income
For the year ended 30 June 2024
Page 10
2024
2023
£
£
Loss for the year
(32,942)
(115,143)
Other comprehensive income
-
-
Total comprehensive income for the year
(32,942)
(115,143)
Winn & Coales (Denso) Limited
Balance Sheet
As at 30 June 2024
Page 11
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
9
1,759,829
1,203,853
Current assets
Stock
10
2,025,229
1,963,246
Debtors
11
2,797,371
3,527,571
Cash at bank and in hand
335,901
119,196
5,158,501
5,610,013
Creditors: amounts falling due within one year
12
(4,212,601)
(4,075,195)
Net current assets
945,900
1,534,818
Total assets less current liabilities
2,705,729
2,738,671
Provisions for liabilities
Deferred tax liability
15
(75,984)
(75,984)
(75,984)
(75,984)
Net assets
2,629,745
2,662,687
Capital and reserves
Called up share capital
14
50,000
50,000
Profit and loss reserves
2,579,745
2,612,687
Total equity
2,629,745
2,662,687
The financial statements were approved by the board of directors and authorised for issue on 4 December 2024 and are signed on its behalf by:
A. F. Stewart
Director
Company Registration No. 01372246
Winn & Coales (Denso) Limited
Notes to the Financial Statements
For the year ended 30 June 2024
Page 12
1
Accounting policies
Company information
Winn & Coales (Denso) Limited is a private company limited by shares incorporated in England and Wales. The registered office is Denso House, Chapel Road, West Norwood, London, SE27 0TR.
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. 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.
This 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:
Section 4 ‘Statement of Financial Position’ – Reconciliation of the opening and closing number of shares;
Section 7 ‘Statement of Cash Flows’ – Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’ – Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 ‘Share based Payment’ – Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’ – Compensation for key management personnel.
The financial statements of the company are consolidated in the financial statements of Winn & Coales International Limited. These consolidated financial statements are available from its registered office at Denso House, Chapel Road, London, SE27 0TR.
1.2
Going concern
The financial statements are prepared on a going concern basis which assumes the company and the group headed by Winn & Coales International Limited will continue in operational existence for the foreseeable future. Despite the challenges presented by the current worldwide economic conditions, the company remains in a sound financial position and has strong reserves.true
Whilst the ultimate impact of the difficult worldwide economic conditions cannot be quantified, the directors do not expect the current difficulties to adversely affect the ability of the company to continue in operation for at least twelve months from the date of approval of the financial statements. Accordingly, the financial statements continue to be prepared on the going concern basis.
Winn & Coales (Denso) Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2024
1
Accounting policies
(Continued)
Page 13
1.3
Turnover
Turnover represents invoiced value of goods sold net of Value Added Tax.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
1.4
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation 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:
Plant and machinery
at rates up to 33 1/3% straight line
Fixtures, fittings & equipment
at rates up to 33 1/3% straight line
Assets in the course of construction are not depreciated until complete and operational.
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 credited or charged to profit or loss.
1.5
Impairment of fixed assets
At each reporting end date, the company reviews the carrying amounts of its tangible 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). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
1.6
Stock and work in progress
Stock 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 stock to their present location and condition.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stock over its estimated selling price less costs to complete and sell is recognised as an impairment loss/ provision in the profit and loss account. Reversals of impairment losses are also recognised in the profit and loss Account.
Winn & Coales (Denso) Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2024
1
Accounting policies
(Continued)
Page 14
1.7
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.8
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include 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.
Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, 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 company 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.
Winn & Coales (Denso) Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2024
1
Accounting policies
(Continued)
Page 15
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 company after deducting all of its liabilities.
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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.
Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
1.9
Equity instruments
Equity instruments issued by the company 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 company.
Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.
Winn & Coales (Denso) Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2024
1
Accounting policies
(Continued)
Page 16
1.10
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
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.
1.11
Retirement benefits
The company makes contributions to a defined contribution pension scheme, the assets of which are held separately from the assets of the company. The pension cost of the company is taken to the profit and loss account.
The company also makes contributions to The Pension and Life Assurance Scheme of Winn & Coales (International) Limited, a defined benefit scheme operated by the parent company. Such contributions are made in trustee-administered funds completely separate from the company’s finances. The contributions made by the company are charged to the profit and loss account on an accruals basis. Full details concerning the scheme are included in the parent company’s accounts.
1.12
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.
2
Judgements and key sources of estimation uncertainty
In the application of the company’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.
3
Turnover and other revenue
An analysis of the company's turnover is as follows:
2024
2023
£
£
Turnover analysed by class of business
Trading income
12,914,607
14,950,681
Winn & Coales (Denso) Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2024
3
Turnover and other revenue
(Continued)
Page 17
2024
2023
£
£
Turnover analysed by geographical market
UK & Ireland
12,914,607
14,950,681
2024
2023
£
£
Other significant revenue
Interest income
2,733
3,386
The company derives its Turnover from the UK, although the eventual customers are throughout the world. The company believes it would be prejudicial to disclose the geographical spread of its customers.
4
Operating loss
2024
2023
Operating loss for the year is stated after charging/(crediting):
£
£
Exchange losses/(gains)
43,590
120,816
Fees payable to the company's auditors for the audit of the company's financial statements
29,700
28,000
Depreciation of owned tangible fixed assets
263,364
153,976
Cost of stock recognised as an expense
6,688,694
8,864,336
5
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Production
45
45
Selling
16
16
Administration
10
10
71
71
Winn & Coales (Denso) Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2024
5
Employees
(Continued)
Page 18
Their aggregate remuneration comprised:
2024
2023
£
£
Wages and salaries
3,481,859
3,438,955
Social security costs
356,946
364,756
Pension costs
190,054
213,260
4,038,753
4,016,971
6
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
2,733
3,386
7
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
443,352
428,856
Company pension contributions to defined contribution schemes
29,220
25,173
472,572
454,029
Winn & Coales (Denso) Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2024
Page 19
8
Taxation
The actual charge for the year can be reconciled to the expected credit for the year based on the profit or loss and the standard rate of tax as follows:
2024
2023
£
£
Loss before taxation
(32,942)
(115,143)
Expected tax credit based on the standard rate of corporation tax in the UK of 25.00% (2023: 25.00%)
(8,236)
(28,786)
Tax effect of expenses that are not deductible in determining taxable profit
5,097
6,716
Unutilised tax losses carried forward
91,610
113,617
Group relief
121,750
Permanent capital allowances in excess of depreciation
(106,227)
(204,599)
Temporary timing difference re: provisions
17,443
(9,018)
Charitable donations
313
320
Taxation charge for the year
-
-
9
Tangible fixed assets
Assets under construction
Plant and machinery
Fixtures, fittings & equipment
Total
£
£
£
£
Cost
At 1 July 2023
4,071,212
765,746
4,836,958
Additions
142,353
382,400
294,587
819,340
Disposals
(1,288,221)
(194,052)
(1,482,273)
At 30 June 2024
142,353
3,165,391
866,281
4,174,025
Depreciation and impairment
At 1 July 2023
3,112,290
520,815
3,633,105
Depreciation charged in the year
203,797
59,567
263,364
Eliminated in respect of disposals
(1,288,221)
(194,052)
(1,482,273)
At 30 June 2024
2,027,866
386,330
2,414,196
Carrying amount
At 30 June 2024
142,353
1,137,525
479,951
1,759,829
At 30 June 2023
958,922
244,931
1,203,853
Winn & Coales (Denso) Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2024
Page 20
10
Stock
2024
2023
£
£
Raw materials and consumables
979,649
1,037,418
Finished goods and goods for resale
1,045,580
925,828
2,025,229
1,963,246
11
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
1,682,702
1,355,451
Amounts owed by group undertakings
637,545
1,452,685
Other debtors
313,802
554,065
Prepayments and accrued income
163,322
165,370
2,797,371
3,527,571
12
Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
593,346
684,565
Amounts owed to group undertakings
2,694,875
2,374,533
Corporation tax
46,366
46,366
Other taxation and social security
79,589
83,149
Other creditors
26,463
25,334
Accruals and deferred income
771,962
861,248
4,212,601
4,075,195
13
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
190,054
173,524
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.
Winn & Coales (Denso) Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2024
Page 21
14
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
ordinary shares of £1 each
50,000
50,000
50,000
50,000
15
Deferred taxation
Deferred tax assets and liabilities are offset where the company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:
Liabilities
Liabilities
2024
2023
Balances:
£
£
Advanced capital allowances
75,984
75,984
There were no deferred tax movements in the year.
The deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.
16
Capital commitments
Amounts contracted for but not provided in the financial statements:
2024
2023
£
£
Acquisition of tangible fixed assets
139,344
345,559
17
Operating lease commitments
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
2024
2023
£
£
Within one year
49,247
50,832
Between two and five years
37,239
41,300
86,486
88,736
Winn & Coales (Denso) Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2024
Page 22
18
Ultimate controlling party
The ultimate parent company is Winn & Coales International Limited, a company incorporated in England and Wales. Winn & Coales International Limited prepares group financial statements and copies can be obtained from Denso House, Chapel Road, London, SE27 0TR.
19
Related party transactions
The company has taken advantage of the exemption available in accordance for FRS102 'Related party disclosures' not to disclose transactions with other companies on the grounds that consolidated financial statements are prepared by the ultimate parent company.
During the year, there were purchases of goods on commercial terms totalling £23,866 (2023: £4,234) with a company that shares a mutual director with the company. The balance outstanding at the balance sheet date was £nil.
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