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Registration number: 03904246

Prepared for the registrar

The Sempre Group Ltd

Annual Report and Unaudited Financial Statements

for the Period from 1 January 2024 to 30 September 2024

 

The Sempre Group Ltd

Contents

Company Information

1

Balance Sheet

2

Notes to the Unaudited Financial Statements

3 to 11

 

The Sempre Group Ltd

Company Information

Directors

J R F Denham

J A Mangan

Z A Fox

I P O'Connor

C L Robertson

Company secretary

J R F Denham

Registered office

The Lodge
37 Barnett Way
Barnwood
Gloucester
GL4 3RT

Accountants

Hazlewoods LLP
Staverton Court
Staverton
Cheltenham
GL51 0UX

 

The Sempre Group Ltd

(Registration number: 03904246)
Balance Sheet as at 30 September 2024

Note

30 September
2024
£

31 December
2023
£

Fixed assets

 

Tangible assets

4

1,103,932

1,132,329

Investments

5

13,093

13,093

 

1,117,025

1,145,422

Current assets

 

Stocks

1,193,455

1,297,042

Debtors

6

1,185,230

2,115,943

Cash at bank and in hand

 

947,645

1,065,168

 

3,326,330

4,478,153

Creditors: Amounts falling due within one year

7

(1,784,731)

(3,107,507)

Net current assets

 

1,541,599

1,370,646

Total assets less current liabilities

 

2,658,624

2,516,068

Creditors: Amounts falling due after more than one year

7

(405,249)

(540,467)

Deferred tax liabilities

9

(102,667)

(110,463)

Net assets

 

2,150,708

1,865,138

Capital and reserves

 

Called up share capital

1,000

1,000

Retained earnings

2,149,708

1,864,138

Shareholders' funds

 

2,150,708

1,865,138

For the financial period ending 30 September 2024 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

The members have not required the company to obtain an audit of its accounts for the period in question in accordance with section 476; and

The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These financial statements have been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

These financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime. As permitted by section 444 (5A) of the Companies Act 2006, the directors have not delivered to the registrar a copy of the Profit and Loss Account.

Approved and authorised by the Board on 8 April 2025 and signed on its behalf by:
 


J R F Denham
Director

 

The Sempre Group Ltd

Notes to the Unaudited Financial Statements for the Period from 1 January 2024 to 30 September 2024

 

1

General information

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

The address of its registered office and principal place of business is:
The Lodge
37 Barnett Way
Barnwood
Gloucester
GL4 3RT

 

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

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

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A smaller entities - 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' and the Companies Act 2006 (as applicable to companies subject to the small companies' regime).

Basis of preparation

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

The presentational currency of the financial statements is Pounds Sterling, being the functional currency of the primary economic environment in which the company operates. Monetary amounts in these financial statements are rounded to the nearest Pound.

Critical accounting 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 amounts 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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
 

Judgements

No significant judgements have been made by management in preparing these financial statements.

Key sources of estimation uncertainty

No key sources of estimation uncertainty have been identified by management in preparing these financial statements other than those detailed in these accounting policies.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts and after eliminating sales within the company.

The company recognises revenue when the amount of revenue can be reliably measured, it is probable that future economic benefits will flow to the entity and specific criteria have been met for each of the company's activities.

 

The Sempre Group Ltd

Notes to the Unaudited Financial Statements for the Period from 1 January 2024 to 30 September 2024

Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing on the initial transaction dates.

Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

Tax

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

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

Deferred income tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements and on unused tax losses or tax credits in the company. Deferred income tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

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

Tangible assets

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

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

Depreciation

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

Asset class

Depreciation method and rate

Freehold land and buildings

Nil

Plant and machinery

25% reducing balance

Fixtures, fittings and equipment

25% reducing balance

Motor vehicles

25% reducing balance

Investments

Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.

Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.

Trade debtors

Trade debtors are amounts due from customers for goods sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. All trade debtors are repayable within one year and hence are included at the undiscounted cost of cash expected to be received. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the debtors.

 

The Sempre Group Ltd

Notes to the Unaudited Financial Statements for the Period from 1 January 2024 to 30 September 2024

Stocks

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

The cost of finished goods and work in progress comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. At each reporting date, stocks are assessed for impairment. If stocks are impaired, the carrying amount is reduced to its selling price less costs to complete and sell; the impairment loss is recognised immediately in profit or loss.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and all are repayable within one year and hence are included at the undiscounted amount of cash expected to be paid.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Leases

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

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

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

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Dividends

Dividend distribution to the company’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.

Defined contribution pension obligation

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

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

 

The Sempre Group Ltd

Notes to the Unaudited Financial Statements for the Period from 1 January 2024 to 30 September 2024

Financial instruments


Classification
Financial instruments are classified and accounted for according to the substance of the contractual arrangement, as financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Where shares are issued, any component that creates a financial liability of the company is presented as a liability on the balance sheet. The corresponding dividends relating to the liability component are charged as interest expenses in the profit and loss account.

 Recognition and measurement
All financial assets and liabilities are initially measured at transaction price (including transaction costs), except for those financial assets classified as at fair value through profit or loss, which are initially measured at fair value (which is normally the transaction price excluding transaction costs), unless the arrangement constitutes a financing transaction. If an arrangement constitutes a financing transaction, the financial asset or financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

 Impairment
Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss as described below.

A non financial asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.

The recoverable amount of goodwill is derived from measurement of the present value of the future cash flows of the cash-generating units ('CGUs') of which the goodwill is a part. Any impairment loss in respect of a CGU is allocated first to the goodwill attached to that CGU, and then to other assets within that CGU on a pro-rata basis.

Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised. Where a reversal of impairment occurs in respect of a CGU, the reversal is applied first to the assets (other than goodwill) of the CGU on a pro-rata basis and then to any goodwill allocated to that CGU.

For financial assets carried at amortised cost, the amount of an impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.

For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.

Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

 

3

Staff numbers

The average number of persons employed by the company (including directors) during the period was as follows:

 

The Sempre Group Ltd

Notes to the Unaudited Financial Statements for the Period from 1 January 2024 to 30 September 2024

 

4

Tangible assets

Freehold land and buildings
£

Plant and machinery
 £

Fixtures, fittings and equipment
 £

Motor vehicles
 £

Total
£

Cost

At 1 January 2024

881,606

586,917

378,428

37,377

1,884,328

Additions

-

16,351

7,213

-

23,564

Disposals

-

(3,000)

-

(11,223)

(14,223)

At 30 September 2024

881,606

600,268

385,641

26,154

1,893,669

Depreciation

At 1 January 2024

-

416,335

299,654

36,010

751,999

Charge for the period

-

34,994

16,122

190

51,306

Eliminated on disposal

-

(2,700)

-

(10,868)

(13,568)

At 30 September 2024

-

448,629

315,776

25,332

789,737

Carrying amount

At 30 September 2024

881,606

151,639

69,865

822

1,103,932

At 31 December 2023

881,606

170,582

78,774

1,367

1,132,329

 

The Sempre Group Ltd

Notes to the Unaudited Financial Statements for the Period from 1 January 2024 to 30 September 2024

 

5

Investments

30 September
2024
£

31 December
2023
£

Investments in subsidiaries

13,093

13,093

Subsidiaries

£

Cost

At 1 January 2024 and 30 September 2024

13,093

Carrying amount

At 30 September 2024

13,093

At 31 December 2023

13,093

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking

Registered office

Holding

Proportion of voting rights and shares held

     

2024

2023

Subsidiary undertakings

Measureshop Limited

United Kingdom

Ordinary

100%

100%

 

     

Sesa Direct Ltd

United Kingdom

Ordinary

100%

100%

 

     

Metrology Direct Limited

United Kingdom

Ordinary

100%

100%

 

     

Sempre Metrology Limited

Ireland

Ordinary

100%

100%

 

     

Subsidiary undertakings

Measureshop Limited

The principal activity of Measureshop Limited is that of a dormant company.

Sesa Direct Ltd

The principal activity of Sesa Direct Ltd is that of a dormant company.

Metrology Direct Limited

The principal activity of Metrology Direct Limited is that of a dormant company.

Sempre Metrology Limited

The principal activity of Sempre Metrology Limited is that of distribution and servicing of high specification measuring equipment.

 

The Sempre Group Ltd

Notes to the Unaudited Financial Statements for the Period from 1 January 2024 to 30 September 2024

 

6

Debtors

Note

30 September
2024
£

31 December
2023
£

Trade debtors

 

938,188

1,675,317

Receivables from related parties

11

29,703

295,260

Prepayments

 

215,189

142,216

Other debtors

 

2,150

3,150

 

1,185,230

2,115,943

 

7

Creditors

Note

30 September
2024
£

31 December
2023
£

Due within one year

 

Loans and borrowings

8

136,905

177,886

Trade creditors

 

495,405

973,438

Amounts due to related parties

11

13,002

13,002

Taxation and social security

 

377,749

567,761

Accruals and deferred income

 

250,507

300,386

Other creditors

 

511,163

1,075,034

 

1,784,731

3,107,507

Note

2024
£

2023
£

Due after one year

 

Loans and borrowings

8

405,249

540,467

 

The Sempre Group Ltd

Notes to the Unaudited Financial Statements for the Period from 1 January 2024 to 30 September 2024

 

8

Loans and borrowings

Current loans and borrowings

Note

30 September
2024
£

31 December
2023
£

Bank borrowings

 

76,754

126,419

Hire purchase contracts

 

17,387

22,182

Other borrowings

11

42,764

29,285

 

136,905

177,886

Non-current loans and borrowings

30 September
2024
£

31 December
2023
£

Bank borrowings

385,683

508,186

Hire purchase contracts

19,566

32,281

405,249

540,467

Included in the loans and borrowings are the following amounts due after more than five years:

30 September
2024
£

31 December
2023
£

Bank loans and overdrafts due after five years

Bank loans

198,667

214,175

The bank borrowings and finance lease liabilities above are secured by a fixed charge over the freehold property of the company.

 

9

Deferred tax

Deferred tax assets and liabilities

2024

Liability
£

Difference between accumulated depreciation and capital allowances

102,667

2023

Liability
£

Difference between accumulated depreciation and capital allowances

110,463

 

10

Operating leases

The total of future minimum lease payments is as follows:

30 September
2024
 £

31 December
2023
 £

Not later than one year

95,555

121,655

Later than one year and not later than five years

79,163

126,898

174,718

248,553

 

The Sempre Group Ltd

Notes to the Unaudited Financial Statements for the Period from 1 January 2024 to 30 September 2024

 

11

Related party transactions

Summary of transaction with directors -
During the period the company received £13,479 (2023 - £17,891) from a director. At the balance sheet date the amount owed to the director was £42,764 (2023 - £29,285). Interest of £nil (2023 - £1,678) has been charged and the amount is repayable on demand.

Summary of transaction with related parties -
During the period the company received £265,557 from a related party (2023 - loaned £180,401 to a related party). At the balance sheet date the amount owed from the related party was £29,703 (2023 - £295,260). No interest has been charged and the amount is repayable on demand.

During the period the company repaid £nil (2023 - £nil) to related parties. At the balance sheet date the amount owed to the related parties was £13,002 (2023 - £13,002). No interest has been charged and the amount is repayable on demand.