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Registered number: 07919799
Black Spark Limited
Strategic Report, Director's Report and
Financial Statements
For The Year Ended 30 June 2024
GMS FC Limited
1 London Road
Ipswich
Suffolk
IP1 2HA
Financial Statements
Contents
Page
Strategic Report 1—2
Director's Report 3—4
Independent Auditor's Report 5—7
Consolidated Profit and Loss Account 8
Consolidated Statement of Comprehensive Income 9
Consolidated Balance Sheet 10—11
Company Balance Sheet 12
Consolidated Statement of Changes in Equity 13
Company Statement of Changes in Equity 14
Consolidated Statement of Cash Flows 15
Notes to the Consolidated Statement of Cash Flows 16
Company Statement of Cash Flows 17
Notes to the Company Statement of Cash Flows 18
Notes to the Financial Statements 19—27
Page 1
Strategic Report
The director presents his strategic report for the year ended 30 June 2024.
Review of the Business
The parent of the group provides management services to the group trading subsidiaries.
The main trading company provides a range of portable accommodation, cabins and storage including new and used shipping containers for both sale and hire throughout the United Kingdom. Shipping container conversions are designed and built in house and can be delivered overseas by international container networks. Larger modular buildings for both project accommodation and permanent use are designed and supplied where customers need more space. The business operates its own transport fleet for delivery of units.
The company performed well during the year and continues to implement a strategy of investment, adding to the hire fleet and strengthening our fixed asset base of owned vehicles and plant. 
Investment in our colleagues and our continued commitment to grow managerial skills and colleague development in house, underpins our investment strategy.
The company anticipates the strategy of investment in fleet and our people to continue. We remain optimistic about the future growth opportunities in different products, markets and the knowledge and skills of our workforce.
We operated for our second year in our brand-new HQ (Modular House). Our vibrant, modern offices are a great place to work and have enabled us to spend more time together, collaborating, sharing ideas and working to deliver the best experience for our clients and stakeholders.
We are also pleased with the contribution from of our second facility. The facility gives us the foundation to grow the company in a different geographic area, with different product mix and opportunities that can be explored further due to the location.
We have also further invested to strengthen the Portable Space brand during the year, with investment in brand and marketing and new products and services, that will complement our drive to reduce our environmental impact.
 Key performance indicators for the trading subsidiary
Turnover increased by 15% during the year. Gross margin decreased from 24.1% to 21.5% during the year, with profit before tax decreasing by 7.1%
Key performance indicator
2024
2023
Growth
Turnover
£24.9m
£21.6m
15.3%
Gross profit
£5.3m
£5.2m
1.9%
EBITDA
£3.9m
£3.9m
0.0%
Tangible fixed assets
£6.28m
£6.07m
3.5%
Head count
65
67
(3.0)%
The directors are satisfied with the progress of the company during the year. Growth in revenue was in line with expectations. Gross margins were at the lower end of forecasts, due to one off operational project challenges, supplier price increases and difficulty with recruitment for own fleet.
The average headcount reduced to 65 during the year.
Profit before tax decreased marginally on the prior year, but this was as expected with higher fixed costs and lower gross margins.
Principle risks and uncertainties.
The directors have assessed the risk posed by cost price inflation and are confident that prices throughout the new and used container market remain competitive due to product supply surpluses.
Higher production costs caused by high energy prices and higher cost of raw materials, is an area that the directors are monitoring within the industry. The directors have taken steps to remain competitive, whilst ensuring that margins are maintained.
The directors are aware of the increases in the bank of England base rates during the year. The company is well sheltered from interest rate risk on borrowings and only has a small exposure with the bank.
...CONTINUED
Page 1
Page 2
Review of the Business - continued
Competition in the sale of new and used containers is of principle risk to the business, with aggressive competition lowering margins throughout the UK market. The company does however sell a diverse product range and the directors continue to take appropriate action to mitigate the risk associated with a niche product offering. 
The directors have assessed the risk to changes in regulation and compliance throughout the industry and are confident that steps taken to ensure compliance are adequate to meet our obligations under new regulations arising in the future.
Environmental
We aim to limit our carbon footprint through continuous investment in our operating fleet and assets. We operate to policies and procedures that will help us to reduce carbon emissions throughout the business and supply chain. By working closely with our suppliers and measuring our own carbon emissions, and by assessment of embedded carbon within our product range, we aim to minimize our impact on the environment.
The company continues to operate from the purpose-built HQ, which boasts solar panels for generating electricity, is highly thermally efficient and recycles rainwater for use in the wastewater systems.
The company is in the final stages of the process of assessing and measuring its carbon footprint, with the assistance of external consultants. The strategy is to reduce carbon emissions and achieve carbon neutral status in the near future. 
Principal Risks and Uncertainties
On behalf of the board
Mr Mark Black
Director
27th March 2025
Page 2
Page 3
Director's Report
The director presents his report and the financial statements for the year ended 30 June 2024.
Principal Activity
The group's principal activity continues to be that of the sale and hire of portable modular building solutions.
Future Developments
The group has chosen in accordance with Companies Act 2006, s.414C(11) to set out in the group's strategic report information required by Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors report. It has done so in respect of the review of future developments.
Financial Instruments
Liquidity risk
The group manages its cash and borrowing requiremnets in order to minimise interest expense, whilst ensuring that the company has sufficient liquid resources to meet the operating neds of the business.
Credit risk
Investment of cash surpluses, borrowings and derivative instruments are made through banks and companies which are required to fulfil credit rating criteriaapproved by the Board.
Customers who trade on credit terms are subject to credit verification procedures. Trade debtors are monitored on an ongoing basis and provision is made for doubtful debts where necessary.
Directors
The director who held office during the year were as follows:
Mr Mark Black
Statement of Director's Responsibilities
The director is responsible for preparing the Strategic Report, the Director's Report and the financial statements in accordance with applicable law and regulations.
Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising FRS102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', and applicable law). Under company law the director 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 the financial statements the director is required to:
  • select suitable accounting policies and then apply them consistently;
  • make judgments and accounting estimates that are reasonable and prudent;
  • state whether applicable United Kingdom Accounting Standards, comprising FRS102, 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 director is responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. He is 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.
The director is responsible for the maintenance and integrity of the corporate and financial information included on the company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
Statement of Disclosure of Information to Auditors
In the case of each director in office at the date the Director's Report is approved:
  • so far as the director is aware, there is no relevant audit information of which the company's auditors are unaware; and
  • they have taken all the steps that they ought to have taken as directors in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information.
Page 3
Page 4
Independent Auditors
The auditors, GMS FC Limited, have indicated their willingness to continue in office and a resolution concerning their re-appointment will be proposed at the Annual General Meeting.
On behalf of the board
Mr Mark Black
Director
27th March 2025
Page 4
Page 5
Independent Auditor's Report
Opinion
We have audited the financial statements of Black Spark Limited for the year ended 30 June 2024 which comprise the Consolidated Profit and Loss Account, Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes of Equity, Company Statement of Changes of Equity, Consolidated Cash Flow Statement, Company Cash Flow Statement and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland".
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 profit/(loss) for the year then ended;
  • have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
  • have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the 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 director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the entity's ability to continue as a going concern for a period of at least 12 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 director is 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. In connection with our audit of the financial statements, 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 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.
Opinions on Other Matters Prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
  • the information given in the Strategic Report and Director's Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
  • the Strategic Report and Director's Report have been prepared in accordance with applicable legal requirements.
Page 5
Page 6
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 Director's Report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
  • adequate accounting records have not been kept, 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 or returns; or
  • certain disclosures of director's remuneration specified by law are not made; or
  • we have not received all the information and explanations we require for our audit.
Responsibilities of Directors
As explained more fully in the Director's Responsibilities Statement set out on page 3—4, the director is responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the director 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 director is 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.
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: 
  • Key parts of the regulatory framework applicable to the company are the Companies Act 2006 and Financial Reporting              Standard 102. The audit team gained an understanding of the legistation.
  • We gained an understanding of how the company is complying with those frameworks by considering 
          the potential for override of those controls or other innapropriate influence over the financial reporting 
          process, understanding the culture of honesty and ethical behaviour within the organisation, and 
          observing whether a strong emphasis is placed on fraud prevention. 
  • We assessed the susceptability of the company's financial statements to material misstatement , by 
          understanding which areas of the business present potential fraud risk, understanding where these 
          risks could present themselves and subsequently identifying controls in place to prevent or detect and 
          correct them.
  • Based on the understanding gained, we designed audit procedures to identify non-compliance with 
          laws and regulations. The procedures adopted included direct enquiries with those charged with 
          governance, and specific analysis and testing of transactions and balances. The result of these 
          procedures did not identify any such instance of irregularities or fraud.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
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 that 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.
Page 6
Page 7
Christopher Smith (Senior Statutory Auditor)
for and on behalf of GMS FC Limited , Statutory Auditor
27th March 2025
GMS FC Limited
1 London Road
Ipswich
IP1 2HA
Page 7
Page 8
Consolidated Profit and Loss Account
2024 2023
Notes £ £
TURNOVER 24,979,847 21,616,981
Cost of sales (19,610,054 ) (16,410,401 )
GROSS PROFIT 5,369,793 5,206,580
Administrative expenses (2,492,996 ) (2,154,241 )
Other operating income - 6,439
Other operating expenses - -
OPERATING PROFIT 4 2,876,797 3,058,778
Profit on disposal of fixed assets 6,638 1,250
Other interest receivable and similar income 9 48,307 817
Interest payable and similar charges 10 (10,936 ) (21,763 )
PROFIT BEFORE TAXATION 2,920,806 3,039,082
Tax on Profit 11 (763,337 ) (632,941 )
PROFIT AFTER TAXATION BEING PROFIT FOR THE FINANCIAL YEAR 2,157,469 2,406,141
Profit attributable to:
Owners of the parent 2,009,631 2,314,928
Non-controlling interest 147,838 91,213
2,157,469 2,406,141
The notes on pages 16 to 27 form part of these financial statements.
Page 8
Page 9
Consolidated Statement of Comprehensive Income
2024 2023
£ £
PROFIT FOR THE FINANCIAL YEAR 2,157,469 2,406,141
OTHER COMPREHENSIVE INCOME FOR THE YEAR - -
TOTAL COMPREHENSIVE INCOME FOR THE YEAR 2,157,469 2,406,141
Total comprehensive income attributable to:
Owners of the parent 2,009,631 2,314,928
Non-controlling interest 147,838 91,213
2,157,469 2,406,141
Page 9
Page 10
Consolidated Balance Sheet
Registered number: 07919799
2024 2023
Notes £ £ £ £
FIXED ASSETS
Tangible Assets 12 6,762,151 6,524,638
6,762,151 6,524,638
CURRENT ASSETS
Stocks 14 2,625,890 2,659,295
Debtors 15 4,021,558 2,763,997
Cash at bank and in hand 1,482,111 1,513,749
8,129,559 6,937,041
Creditors: Amounts Falling Due Within One Year 16 (4,811,585 ) (4,032,223 )
NET CURRENT ASSETS (LIABILITIES) 3,317,974 2,904,818
TOTAL ASSETS LESS CURRENT LIABILITIES 10,080,125 9,429,456
Creditors: Amounts Falling Due After More Than One Year 17 (100,035 ) (145,772 )
PROVISIONS FOR LIABILITIES
Deferred Taxation 19 (756,371 ) (858,659 )
NET ASSETS 9,223,719 8,425,025
CAPITAL AND RESERVES
Called up share capital 21 100,003 100,003
Profit and Loss Account 8,427,034 7,632,178
Equity attributable to owners of the parent 8,527,037 7,732,181
Non-controlling interest 696,682 692,844
TOTAL EQUITY 9,223,719 8,425,025
Page 10
Page 11
On behalf of the board
Mr Mark Black
Director
27th March 2025
The notes on pages 16 to 27 form part of these financial statements.
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Page 12
Company Balance Sheet
Registered number: 07919799
2024 2023
Notes £ £ £ £
FIXED ASSETS
Investments 13 615,271 615,271
615,271 615,271
CURRENT ASSETS
Debtors 15 493,350 476,292
Cash at bank and in hand 339,820 316,010
833,170 792,302
Creditors: Amounts Falling Due Within One Year 16 (1,275,762 ) (1,978,271 )
NET CURRENT ASSETS (LIABILITIES) (442,592 ) (1,185,969 )
TOTAL ASSETS LESS CURRENT LIABILITIES 172,679 (570,698 )
NET ASSETS/(LIABILITIES) 172,679 (570,698 )
CAPITAL AND RESERVES
Called up share capital 21 100,003 100,003
Profit and Loss Account 72,676 (670,701 )
SHAREHOLDERS' FUNDS 172,679 (570,698)
In accordance with section 408(3) of the Companies Act 2006, the company has not presented its own profit and loss account and the related notes. The company's profit for the year was £ 1,958,149 (2023: £ 1,196,191 profit).
On behalf of the board
Mr Mark Black
Director
27th March 2025
The notes on pages 16 to 27 form part of these financial statements.
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Consolidated Statement of Changes in Equity
Share Capital Other reserves Profit and Loss Account Total Attributable to Parent
£ £ £ £
As at 1 July 2022 100,000 - 6,576,414 6,676,414
Profit for the year and total comprehensive income - - 2,314,928 2,314,928
Dividends paid - - (1,259,164) (1,259,164)
Arising on shares issued during the period 3 - - 3
Movements type A - - - -
Transfer to/from Profit & Loss Account - - - -
As at 30 June 2023 and 1 July 2023 100,003 - 7,632,178 7,732,181
Profit for the year and total comprehensive income - - 2,009,631 2,009,631
Dividends paid - - (1,214,775) (1,214,775)
Arising on shares issued during the period 3 - - 3
As at 30 June 2024 100,003 - 8,427,034 8,527,037
Non-controlling interest Total
£ £
As at 1 July 2022 681,631 7,358,045
Profit for the year and total comprehensive income 91,213 2,406,141
Dividends paid (80,000 ) (1,339,164)
Arising on shares issued during the period - 3
Movements type A - -
Transfer to/from Profit & Loss Account - -
As at 30 June 2023 and 1 July 2023 692,844 8,425,025
Profit for the year and total comprehensive income 147,838 2,157,469
Dividends paid (144,000 ) (1,358,775)
Arising on shares issued during the period - 3
As at 30 June 2024 696,682 9,223,719
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Company Statement of Changes in Equity
Share Capital Other reserves Profit and Loss Account Total
£ £ £ £
As at 1 July 2022 100,000 - (607,728 ) (507,728)
Profit for the year and total comprehensive income - - 1,196,191 1,196,191
Dividends paid - - (1,259,164) (1,259,164)
Arising on shares issued during the period 3 - - 3
Movements type A - - - -
Transfer to/from Profit & Loss Account - - - -
As at 30 June 2023 and 1 July 2023 100,003 - (670,701 ) (570,698)
Profit for the year and total comprehensive income - - 1,958,149 1,958,149
Dividends paid - - (1,214,775) (1,214,775)
Arising on shares issued during the period 3 - - 3
As at 30 June 2024 100,003 - 72,676 172,679
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Consolidated Statement of Cash Flows
2024 2023
Notes £ £
Cash flows from operating activities
Net cash generated from operations 1 3,530,444 3,926,633
Interest paid (10,936 ) (21,763 )
Tax paid (567,656 ) (143,316 )
Net cash generated from operating activities 2,951,852 3,761,554
Cash flows from investing activities
Purchase of tangible assets (1,888,364 ) (2,011,605 )
Proceeds from disposal of tangible assets 233,372 74,308
Interest received 48,307 817
Net cash used in investing activities (1,606,685 ) (1,936,480 )
Cash flows from financing activities
Proceeds from issue of share capital 3 3
Equity dividends paid (1,358,775 ) (1,339,164 )
Repayment of finance leases (77,878 ) (88,721 )
Amount introduced by directors 1,468,000 170,513
Amount withdrawn by directors (1,407,500) -
Net cash used in financing activities (1,376,150 ) (1,257,369 )
(Decrease)/increase in cash and cash equivalents (30,983 ) 567,705
Cash and cash equivalents at beginning of year 2 1,513,749 959,966
Foreign exchange losses on cash and cash equivalents (655 ) (13,922 )
Cash and cash equivalents at end of year 2 1,482,111 1,513,749
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Notes to the Consolidated Statement of Cash Flows
1. Reconciliation of profit for the financial year to cash generated from operations
2024 2023
£ £
Profit for the financial year 2,157,469 2,406,141
Adjustments for:
Tax on profit 763,337 632,941
Interest expense 10,936 21,763
Interest income (48,307 ) (817 )
Depreciation of tangible assets 1,424,117 1,260,552
Profit on disposal of tangible assets (6,638) (1,250)
Foreign exchange losses 652 13,922
Movements in working capital:
Decrease in stocks 33,405 352,659
Increase in trade and other debtors (1,257,561 ) (352,821 )
Increase/(decrease) in trade and other creditors 453,034 (406,457 )
Net cash generated from operations 3,530,444 3,926,633
2. Cash and cash equivalents
Cash and cash equivalents, as stated in the Statement of Cash Flows, relates to the following items in the Balance Sheet:
2024 2023
£ £
Cash at bank and in hand 1,482,111 1,513,749
3. Analysis of changes in net funds
As at 1 July 2023 Cash flows As at 30 June 2024
£ £ £
Cash at bank and in hand 1,513,749 (31,638) 1,482,111
Finance leases (223,650) 77,878 (145,772)
1,290,099 46,240 1,336,339
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Company Statement of Cash Flows
2024 2023
Notes £ £
Cash flows from operating activities
Net cash (used in)/generated from operations 1 (417,578 ) 384,434
Interest paid - (3,008 )
Tax paid (52,216 ) (43,314 )
Net cash (used in)/generated from operating activities (469,794 ) 338,112
Cash flows from investing activities
Interest received 241 205
Dividends received 1,656,000 920,000
Net cash generated from investing activities 1,656,241 920,205
Cash flows from financing activities
Proceeds from issue of share capital 3 3
Equity dividends paid (1,214,775 ) (1,259,164 )
Amount introduced by directors 1,324,000 90,513
Amount withdrawn by directors (1,262,000) -
Net cash used in financing activities (1,152,772 ) (1,168,648 )
Increase in cash and cash equivalents 33,675 89,669
Cash and cash equivalents at beginning of year 2 316,010 226,341
Foreign exchange losses on cash and cash equivalents (9,865 ) -
Cash and cash equivalents at end of year 2 339,820 316,010
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Notes to the Company Statement of Cash Flows
1. Reconciliation of profit for the financial year to cash (used in)/generated from operations
2024 2023
£ £
Profit for the financial year 1,958,149 1,196,191
Adjustments for:
Tax on profit 100,718 71,200
Interest expense - 3,008
Interest income (241 ) (205 )
Income from shares in group undertakings (1,656,000) (920,000)
Foreign exchange losses 9,865 -
Movements in working capital:
Increase in trade and other debtors (17,058 ) (55,800 )
(Decrease)/increase in trade and other creditors (813,011 ) 90,040
Net cash (used in)/generated from operations (417,578 ) 384,434
2. Cash and cash equivalents
Cash and cash equivalents, as stated in the Statement of Cash Flows, relates to the following items in the Balance Sheet:
2024 2023
£ £
Cash at bank and in hand 339,820 316,010
3. Analysis of changes in net funds
As at 1 July 2023 Cash flows As at 30 June 2024
£ £ £
Cash at bank and in hand 316,010 23,810 339,820
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Notes to the Financial Statements
1. General Information
Black Spark Limited is a private company, limited by shares, incorporated in England & Wales, registered number 07919799 . The registered office is Talpa Hall Station Road, Old Newton, Stowmarket, Suffolk, IP14 4HQ.
2. Accounting Policies
2.1. Basis of Preparation of Financial Statements
The financial statements have been prepared under the historical cost convention and in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland'' and the Companies Act 2006.
2.2. Basis Of Consolidation
The group consolidated financial statements include the financial statements of the company and all of its subsidiary undertakings together with the group’s share of the results of associates made up to 30 June 2024.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. Where the group owns less than 50% of the voting powers of an entity but controls the entity by virtue of an agreement with other investors which give it control of the financial and operating policies of the entity, it accounts for that entity as a subsidiary.
Where a subsidiary has different accounting policies to the group, adjustments are made to those subsidiary financial statements to apply the group’s accounting policies when preparing the consolidated financial statements.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the group holds a long-term interest and where the group 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. The results of associates are accounted for using the equity method of accounting.
Any subsidiary undertakings or associates sold or acquired during the year are included up to, or from, the dates of change of control or change of significant influence respectively.
Where control of a subsidiary is lost, the gain or loss is recognised in the consolidated income statement. The cumulative amounts of any exchange differences on translation, recognised in equity, are not included in the gain or loss on disposal and are transferred to retained earnings. The gain or loss also includes amounts included in other comprehensive income that are required to be reclassified to profit or loss but excludes those amounts that are not required to be reclassified.
Where control of a subsidiary is achieved in stages, the initial acquisition that gave the group control is accounted for as a business combination. Thereafter where the group increases its controlling interest in the subsidiary the transaction is treated as a transaction between equity holders. Any difference between the fair value of the consideration paid and the carrying amount of the non-controlling interest acquired is recognised directly in equity. No changes are made to the carrying value of assets, liabilities or provisions for contingent liabilities.
2.3. Business Combinations
Business combinations are accounted for by applying the purchase method.
The cost of a business combination is the fair value of the consideration given, liabilities incurred or assumed and of equity instruments issued plus the costs directly attributable to the business combination. Where control is achieved in stages the cost is the consideration at the date of each transaction.
Contingent consideration is initially recognised at estimated amount where the consideration is probable and can be measured reliably. Where (i) the contingent consideration is not considered probable or cannot be reliably measured but subsequently becomes probable and measurable or (ii) contingent consideration previously measured is adjusted, the amounts are recognised as an adjustment to the cost of the business combination.
On acquisition of a business, fair values are attributed to the identifiable assets, liabilities and contingent liabilities unless the fair value cannot be measured reliably, in which case the value is incorporated in goodwill. Intangible assets are only recognised separately from goodwill where they are separable and arise from contractual or other legal rights. Where the fair value of contingent liabilities cannot be reliably measured they are disclosed on the same basis as other contingent liabilities.
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2.4. Turnover
Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover includes revenue earned from the sale of goods and from the rendering of services. Turnover is reduced for estimated customer returns, rebates and other similar allowances.
Sale of goods
Turnover from the sale of goods is recognised when the significant risks and rewards of ownership of the goods has transferred to the buyer. This is usually at the point that the customer has signed for the delivery of the goods.
Rendering of services
Turnover from the rendering of services is recognised by reference to the stage of completion of the contract. The stage of completion of a contract is measured by comparing the costs incurred for work performed to date to the total estimated contract costs. Turnover is only recognised to the extent of recoverable expenses when the outcome of a contract cannot be estimated reliably.
2.5. Tangible Fixed Assets and Depreciation
Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided at rates calculated to write off the cost of the fixed assets, less their estimated residual value, over their expected useful lives on the following bases:
Freehold 0% - when asset under construction
Leasehold Term of lease from date of completion
Plant & Machinery 5.75% - 33.3% of cost
Motor Vehicles 15% - 25% of cost
Fixtures & Fittings 10% - 33.3% of cost
Computer Equipment 20% - 50% of cost
2.6. Leasing and Hire Purchase Contracts
Assets obtained under finance leases are capitalised as tangible fixed assets. Assets acquired under finance leases are depreciated over the shorter of the lease term and their useful lives. Assets acquired under hire purchase contracts are depreciated over their useful lives. Finance leases are those where substantially all of the benefits and risks of ownership are assumed by the company. Obligations under such agreements are included in the creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to the profit and loss account so as to produce a constant periodic rate of charge on the net obligation outstanding in each period.

Rentals applicable to operating leases where substantially all of the benefits and risks of ownership remain with the lessor are charged to profit and loss account as incurred.
2.7. Stocks and Work in Progress
Stocks and work in progress are valued at the lower of cost and net realisable value after making due allowance for obsolete and slow-moving stocks.
Cost is determined using the first-in, first-out method. Cost includes all direct costs and an appropriate proportion of fixed and variable overheads.
Work in progress is reflected in the accounts on a contract by contract basis by recording turnover and related costs as contract activity progresses.
At the end of each reporting period stocks are assessed for impairment. If an item of stock is impaired, the identified stock is reduced to its selling price less costs to complete and sell and an impairment charge is recognised in the profit and loss account. Where a reversal of the impairment is required the impairment charge is reversed, up to the original impairment loss, and is recognised as a credit in the profit and loss account.
2.8. Cash and Cash Equivalents
Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks, other short-term highly liquid investments that mature in no more than three months from the date of acquisition and are readily convertible to a known amount of cash with insignificant risk of change in value, and bank overdrafts.
2.9. Foreign Currencies
Monetary assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate ruling on the date of the transaction. Exchange differences are taken into account in arriving at the operating profit.
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2.10. Taxation
Income tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the statement of comprehensive income because of items of income or expense that are taxable or deductible in other years and 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 end of the reporting period.
Deferred tax is recognised on timing differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable timing differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible timing differences can be utilised. The carrying amount of deferred tax assets is reviewed at the end of each reporting period 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 assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. Deferred tax liabilities are presented within provisions for liabilities and deferred tax assets within debtors. The measurement of deferred tax liabilities and assets reflect the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.
Current and deferred tax are recognised in profit or loss for the year, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case current and deferred tax are recognised in other comprehensive income or directly in equity respectively.
3. Other Operating Income
2024 2023
£ £
Other operating income - 6,439
- 6,439
4. Operating Profit
The operating profit is stated after charging:
2024 2023
£ £
Bad debts 44,140 30,438
Operating lease rentals 365,806 268,549
Exchange differences 656 13,922
Depreciation of tangible fixed assets - owned 1,352,836 1,189,402
Depreciation of tangible fixed assets - finance leases and hire purchase contracts 71,281 71,150
5. Auditor's Remuneration
Remuneration received by the company's auditors and their associates during the year was as follows:
2024 2023
£ £
Audit Services
Audit of the group and company's financial statements 9,500 9,250
Non-Audit Services
Other non-audit services 1,000 1,000
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6. Staff Costs
Staff costs, including directors' remuneration, were as follows:
2024 2023
£ £
Wages and salaries 2,901,901 2,433,100
Social security costs 266,909 256,142
Other pension costs 195,539 109,511
3,364,349 2,798,753
7. Average Number of Employees
Group
Average number of employees, including directors, during the year was as follows:
2024 2023
Office and administration 15 10
Sales, marketing and distribution 17 26
Manufacturing 33 31
65 67
Company
Average number of employees, including directors, during the year was: NIL (2023: NIL)
- -
8. Director's remuneration
2024 2023
£ £
Emoluments 195,497 186,621
Company contributions to money purchase pension schemes 118,800 60,000
314,297 246,621
The number of directors to whom retirement benefits were accruing was as follows:
2024 2023
Money purchase pension schemes 2 2
Information regarding the highest paid director was as follows:
2024 2023
£ £
Emoluments 173,656 175,031
Company contributions to money purchase pension schemes 16,556 13,919
190,212 188,950
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9. Interest Receivable and Similar Income
2024 2023
£ £
Bank interest receivable 48,307 817
48,307 817
Total interest income on financial assets not measured at fair value through profit or loss: 48,307 817
10. Interest Payable and Similar Charges
2024 2023
£ £
Bank loans and overdrafts - 3,258
Finance charges payable under finance leases and hire purchase contracts 10,936 15,497
Other finance charges - 3,008
10,936 21,763
Total interest expense on financial liabilities not measured at fair value through profit or loss: 10,936 21,763
11. Tax on Profit
The tax charge on the profit for the year was as follows:
Tax Rate 2024 2023
2024 2023 £ £
Current tax
UK Corporation Tax 25.0% 20.5% 865,625 526,045
Deferred Tax
Deferred taxation (102,288 ) 106,896
Total tax charge for the period 763,337 632,941
The actual charge for the year can be reconciled to the expected charge for the year based on the profit and the standard rate of corporation tax as follows:
2024 2023
£ £
Profit before tax 2,920,806 3,039,082
Tax on profit at 25% (UK standard rate) 730,202 624,980
Goodwill/depreciation not allowed for tax 354,370 258,105
Expenses not deductible for tax purposes 4,891 2,978
...CONTINUED
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Capital allowances (222,001 ) (360,018 )
Short term timing differences (102,288 ) 106,896
Revenue exempt from taxation (1,837 ) -
Total tax charge for the period 763,337 632,941
12. Tangible Assets
Group
Land & Property
Freehold Leasehold Plant & Machinery Total
£ £ £ £
Cost
As at 1 July 2023 452,571 1,606,906 14,078,192 16,137,669
Additions 27,520 77,215 1,783,629 1,888,364
Disposals - - (1,605,736 ) (1,605,736 )
As at 30 June 2024 480,091 1,684,121 14,256,085 16,420,297
Depreciation
As at 1 July 2023 - 60,888 9,552,143 9,613,031
Provided during the period - 96,004 1,328,113 1,424,117
Disposals - - (1,379,002 ) (1,379,002 )
As at 30 June 2024 - 156,892 9,501,254 9,658,146
Net Book Value
As at 30 June 2024 480,091 1,527,229 4,754,831 6,762,151
As at 1 July 2023 452,571 1,546,018 4,526,049 6,524,638
Company
The company had no tangible fixed assets as at 30 June 2024 or 30 June 2023.
13. Investments
Company
Subsidiaries
£
Cost
As at 1 July 2023 615,271
As at 30 June 2024 615,271
Provision
As at 1 July 2023 -
As at 30 June 2024 -
Net Book Value
As at 30 June 2024 615,271
As at 1 July 2023 615,271
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14. Stocks
Group Company
2024 2023 2024 2023
£ £ £ £
Stock 2,217,409 2,255,426 - -
Materials 109,087 - - -
Work in progress 299,394 403,869 - -
2,625,890 2,659,295 - -
15. Debtors
Group Company
2024 2023 2024 2023
£ £ £ £
Due within one year
Trade debtors 3,966,288 2,725,026 - -
Prepayments and accrued income 55,270 24,488 - -
Other debtors - 14,483 - 597
Amounts owed by subsidiaries - - 493,350 475,695
4,021,558 2,763,997 493,350 476,292
16. Creditors: Amounts Falling Due Within One Year
Group Company
2024 2023 2024 2023
£ £ £ £
Net obligations under finance lease and hire purchase contracts 45,737 77,878 - -
Trade creditors 3,060,549 2,339,826 (1 ) -
Amounts owed to group undertakings - - 907,393 1,755,393
Other creditors 291,236 291,690 155,106 93,106
Corporation tax 799,979 502,010 171,917 123,415
Taxation and social security 516,093 668,471 34,490 -
Accruals and deferred income 97,991 152,348 6,857 6,357
4,811,585 4,032,223 1,275,762 1,978,271
17. Creditors: Amounts Falling Due After More Than One Year
Group Company
2024 2023 2024 2023
£ £ £ £
Net obligations under finance lease and hire purchase contracts 100,035 145,772 - -
100,035 145,772 - -
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18. Obligations Under Finance Leases and Hire Purchase
Group
2024 2023
£ £
The future minimum finance lease payments are as follows:
Not later than one year 45,737 77,878
Later than one year and not later than five years 100,035 145,772
145,772 223,650
145,772 223,650
19. Deferred Taxation
The provision for deferred tax is made up as follows:
2024 2023
£ £
Other timing differences 756,371 858,659
20. Provisions for Liabilities
Group
Deferred Tax Total
£ £
As at 1 July 2023 858,659 858,659
Reversals (102,288 ) (102,288)
Balance at 30 June 2024 756,371 756,371
21. Share Capital
2024 2023
Allotted, called up and fully paid £ £
100,000 Ordinary Shares of £ 1.00 each 100,000 100,000
1 Ordinary A shares of £ 1.00 each 1 1
1 Ordinary B shares of £ 1.00 each 1 1
1 Ordinary C shares of £ 1.00 each 1 1
100,003 100,003
Shares issued during the period: £
1 Ordinary A shares of £ 1.00 each 1
1 Ordinary B shares of £ 1.00 each 1
1 Ordinary C shares of £ 1.00 each 1
3
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22. Other Commitments
The total of future minimum lease payments under non-cancellable operating leases are as following:
2024 2023
£ £
Not later than one year 253,026 198,325
Later than one year and not later than five years 841,067 841,067
Later than five years 705,107 958,133
1,799,200 1,997,525
23. Pension Commitments
The group operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the group in an independently administered fund.
During the year the charge to profit or loss in respect of defined contribution schemes was £195,539 (2023: £109,511).
At the balance sheet date contributions of £15,397 (2023: £12,504) were due to the fund and are included in creditors.
24. Dividends
2024 2023
£ £
On equity shares:
Final dividend paid 1,214,775 1,259,164
1,214,775 1,259,164
25. Controlling Parties
The company's ultimate controlling party is Mr M T Black by virtue of their interest in the share capital of the company.
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