Company registration number 07274578 (England and Wales)
FRAMATOME BHR LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
FRAMATOME BHR LIMITED
COMPANY INFORMATION
Directors
D Winter
P Lassus
C Cornand
Company number
07274578
Registered office
The Fluid Engineering Centre
Cranfield
Bedfordshire
MK43 0AJ
Auditor
Gravita Audit Oxford LLP
First Floor, Park Central
40-41 Park End Street
Oxford
OX1 1JD
FRAMATOME BHR LIMITED
CONTENTS
Page
Directors' report
1
Directors' responsibilities statement
2
Independent auditor's report
3 - 5
Profit and loss account
6
Balance sheet
7
Notes to the financial statements
8 - 13
FRAMATOME BHR LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -
The directors present their annual report and financial statements for the year ended 31 December 2023.
Principal activities
The principal activity of the company in the year under review was that of fluid engineering consultancy and research and development projects, related to product, process and plant engineering and optimisation.
Results and dividends
As a result of group restructuring plan, Framatome BHR has transferred all its trade, assets and liabilities on 01 January 2023 to another intercompany named Framatome Limited (formerly Efinor Limited).
The directors are now planning to make Framatome BHR Limited a dormant entity.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
P Howarth
(Resigned 16 March 2024)
D Winter
P Lassus
C Cornand
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.
Small companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.
On behalf of the board
D Winter
Director
22 April 2025
FRAMATOME BHR LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
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; and
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.
FRAMATOME BHR LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF FRAMATOME BHR LIMITED
- 3 -
Opinion
We have audited the financial statements of Framatome BHR Limited (the 'company') for the year ended 31 December 2023 which comprise the profit and loss account, 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 Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 December 2023 and of its profit 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.
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 directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the directors' report has been prepared in accordance with applicable legal requirements.
FRAMATOME BHR LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF FRAMATOME BHR LIMITED (CONTINUED)
- 4 -
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 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 directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit; or
the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption in preparing the directors' report and from the requirement to prepare a strategic report.
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.
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.
the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our knowledge and experience;
we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company;
we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence where applicable; and
identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.
We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and
considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.
FRAMATOME BHR LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF FRAMATOME BHR LIMITED (CONTINUED)
- 5 -
To address the risk of fraud through management bias and override of controls, we:
performed analytical procedures to identify any unusual or unexpected relationships;
tested journal entries to identify unusual transactions;
assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and
investigated the rationale behind significant or unusual transactions.
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
agreeing financial statement disclosures to underlying supporting documentation;
reading the minutes of meetings of those charged with governance;
enquiring of management as to actual and potential litigation and claims;
reviewing relevant correspondence.
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
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.
Katherine Wilkes (Senior Statutory Auditor)
For and on behalf of Gravita Audit Oxford LLP, Statutory Auditor
Chartered Accountants
First Floor, Park Central
40-41 Park End Street
Oxford
OX1 1JD
22 April 2025
FRAMATOME BHR LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 6 -
2023
2022
Notes
£
£
Turnover
-
3,185,281
Cost of sales
(1,156,149)
Gross profit
-
2,029,132
Administrative expenses
(2,484,882)
Other operating income
190,620
Operating profit/(loss)
-
(265,130)
Interest receivable and similar income
1
Interest payable and similar expenses
(91,325)
Loss before taxation
(356,454)
Tax on loss
Loss for the financial year
(356,454)
The profit and loss account has been prepared on the basis that all operations are continuing operations.
FRAMATOME BHR LIMITED
BALANCE SHEET
AS AT 31 DECEMBER 2023
31 December 2023
- 7 -
2023
2022
Notes
£
£
£
£
Fixed assets
Intangible assets
4
28,424
Tangible assets
5
3,170,644
Investments
6
102
3,199,170
Current assets
Debtors
7
2,286,899
1,211,971
Cash at bank and in hand
18,755
1,308,279
2,305,654
2,520,250
Creditors: amounts falling due within one year
8
(3,305,408)
Net current assets/(liabilities)
2,305,654
(785,158)
Total assets less current liabilities
2,305,654
2,414,012
Provisions for liabilities
(108,358)
Net assets
2,305,654
2,305,654
Capital and reserves
Called up share capital
2
2
Revaluation reserve
9
915,003
Profit and loss reserves
2,305,652
1,390,649
Total equity
2,305,654
2,305,654
These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 22 April 2025 and are signed on its behalf by:
D Winter
Director
Company registration number 07274578 (England and Wales)
FRAMATOME BHR LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 8 -
1
Accounting policies
Company information
Framatome BHR Limited is a private company limited by shares incorporated in England and Wales. The registered office is The Fluid Engineering Centre, Cranfield, Bedfordshire, MK43 0AJ.
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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
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.
1.2
Turnover
Turnover is the total amount receivable by the company during the year for performance of services provided and goods supplied, excluding VAT. Accordingly any adjustment required to invoice sales is reflected in turnover.
Turnover is recognised to the extent that it is probable that the economic benefits will flow to the company and can be reliably measured. The following specific recognition criteria must also be met before revenue is recognised.
a) Sale of goods
Turnover from the sale of goods supplied is recognised when title has transferred to a customer.
b) Rendering of services
Turnover from the services rendered is recognised once the company has obtained the right to consideration in exchange of its performance.
c) Long-term contracts
Turnover from long-term contracts is recognised by reference to the stage of completion of the contract. The stage of completion is determined according to the nature of the specific contract concerned. Methods used to assess the stage of completion include incurred costs as a proportion of total costs, labour hours incurred or earned value of work performed. Profit attributable to the contractual activity is recognised if the final outcome of such contracts can reliably be assessed. An expected loss is recognised immediately.
Amounts recoverable on long term contracts, which are included in debtors, are stated at the net sales value of the work done less amounts received as progress payments on account, excess progress payments are included in creditors as deferred income.
1.3
Research and development expenditure
Research and development costs incurred on behalf of a customer as part of a specific project are chargeable to the customer on whose behalf the work is undertaken. The costs and the related income are included in operating costs and turnover respectively. All research and development costs are written off to the profit and loss account in the period in which they are incurred.
1.4
Intangible fixed assets - goodwill
Negative goodwill representing the excess of the fair values of the identifiable net assets acquired over the fair value of the consideration given, has been capitalised and has been amortised on a straight line basis over the period of use or depreciation of the non monetary assets acquired, being 5 years.
FRAMATOME BHR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 9 -
1.5
Intangible fixed assets other than goodwill
Other intangible assets are stated at cost less accumulated amortisation and impairment losses. Intangible assets are tested annually for impairment or otherwise when circumstances change.
Amortisation begins when an asset is acquired or becomes available for use and is calculated on a straight-line basis to allocate the cost of assets over their estimated useful lives as follows:
Computer Software
4 years
1.6
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:
Leasehold land and buildings
Over the term of the lease
Plant and machinery etc
10% and 20% per annum of cost
1.7
Fixed asset investments
Investments are stated at cost less amounts written off.
1.8
Stocks
Stocks are stated at lower of cost and net realisable value. Net realisable value is the price at which the stock can be sold in the normal course of business after allowing for the cost of realisation.
Work-in-progress and finished products are valued at cost of labour and materials with additions for an appropriate proportion of overheads based on the normal level of activity. Provisions are made, where necessary, for obsolete, slow moving and defective stock.
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.
1.10
Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.
Current or deferred taxation assets and liabilities are not discounted.
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively
FRAMATOME BHR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 10 -
Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from these in which they are recognised in financial statements.
Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.
1.11
Retirement benefits
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.
1.12
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
1.13
Foreign exchange
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 of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.
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.
There have been no accounting estimates made in the year.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2023
2022
Number
Number
Total
42
FRAMATOME BHR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 11 -
4
Intangible fixed assets
Goodwill
Computer Software
Total
£
£
£
Cost
At 1 January 2023
(101,179)
192,619
91,440
Disposals
101,179
(192,619)
(91,440)
At 31 December 2023
Amortisation and impairment
At 1 January 2023
(101,179)
164,195
63,016
Disposals
101,179
(164,195)
(63,016)
At 31 December 2023
Carrying amount
At 31 December 2023
At 31 December 2022
28,424
28,424
5
Tangible fixed assets
Land and buildings
Plant and machinery etc
Total
£
£
£
Cost
At 1 January 2023
2,728,170
1,351,069
4,079,239
Disposals
(2,728,170)
(1,351,069)
(4,079,239)
At 31 December 2023
Depreciation and impairment
At 1 January 2023
65,952
842,643
908,595
Eliminated in respect of disposals
(65,952)
(842,643)
(908,595)
At 31 December 2023
Carrying amount
At 31 December 2023
At 31 December 2022
2,662,218
508,426
3,170,644
FRAMATOME BHR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 12 -
6
Fixed asset investments
2023
2022
£
£
Shares in group undertakings and participating interests
102
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 1 January 2023
102
Disposals
(102)
At 31 December 2023
-
Carrying amount
At 31 December 2023
-
At 31 December 2022
102
7
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
823,160
Amounts owed by group undertakings
2,286,899
Other debtors
388,811
2,286,899
1,211,971
8
Creditors: amounts falling due within one year
2023
2022
£
£
Trade creditors
127,239
Taxation and social security
90,252
Other creditors
3,087,917
3,305,408
FRAMATOME BHR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 13 -
9
Revaluation reserve
2023
2022
£
£
At the beginning of the year
915,003
957,116
Revaluation surplus arising in the year
(42,113)
Transfer to retained earnings
(915,003)
At the end of the year
915,003
10
Parent company
The Company's immediate and ultimate parent is Framatome SAS, incorporated in France. The most senior parent entity producing publicly available financial statements is Framatome SAS.
Copies of consolidated financial statements can be obtained from the Company Secretary at: The Treasury, 1 Place Jean Miller, Tour Areva, 92400 Courbevoie, France.
11
Related party disclsoures
At year end, there were no balances owed to related parties.
At year ended 31 December 2022, Framatome BHR Limited had an outstanding loan of £2m owed to the parent company, Framatome SAS. This was transferred to Framatome Limited as part of the 1 January 2023 asset purchase.
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