Company registration number 15869905 (England and Wales)
WIRRAL ROOFCARE HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 OCTOBER 2024
WIRRAL ROOFCARE HOLDINGS LIMITED
COMPANY INFORMATION
Directors
S McGuinness
(Appointed 24 September 2024)
B Murphy
(Appointed 24 September 2024)
D Pearce
(Appointed 24 September 2024)
S Williams
(Appointed 1 August 2024)
Company number
15869905
Registered office
30 Prenton Way
North Cheshire Trading Estate
Prenton
Wirral
Merseyside
CH43 3DU
Auditor
Mitchell Charlesworth (Audit) Limited
Suites C, D, E & F
14th Floor, The Plaza
100 Old Hall Street
Liverpool
England
L3 9QJ
WIRRAL ROOFCARE HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2 - 3
Independent auditor's report
4 - 7
Profit and loss account
8
Group statement of comprehensive income
9
Group balance sheet
10
Company balance sheet
11
Group statement of changes in equity
12
Company statement of changes in equity
13
Group statement of cash flows
14
Company statement of cash flows
15
Notes to the financial statements
16 - 29
WIRRAL ROOFCARE HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE PERIOD ENDED 31 OCTOBER 2024
- 1 -

The directors present the strategic report for the period ended 31 October 2024.

Review of the business

The group has experienced a year of change with the ownership structure undergoing a transformation due to private equity funded investment.

It is hoped that under the guidance of the new executive team the business will be able to explore alternative territories, take advantage of new opportunities, and continue to grow and prosper.

Post completion of the deal the directors are extremely pleased with the growth in sales during the period, coupled with strengthened margin.

Post year end has shown continued sales growth and improved profit margins whilst in the middle of economic instability, increasing interest rates, rising inflation and overhead rises. The company will continue to carefully manage its overhead.

Principal risks and uncertainties

Direct and indirect labour recruitment and retention is considered one of the most critical areas of the business. This is being addressed by a transformative approach to corporate governance.

Trade debt, due to a relatively small number of key customers is considered a risk, however it is hoped the risk will be mitigated by expanding the customer base, whilst keeping close attention to debtors via a pro-active debt recovery process.

Development and performance

The directors believe that they have acted in a way that is considered, in good faith, to be most likely to promote the success of the group for the benefit of its members as a whole.

The business, is fortunate to have an experienced, dedicated and ambitious team of people that are all committed to supporting our customers and growing our business.

Despite the challenges in this period the business has remained committed to business and development that it believes will create growth opportunities in 2025.

Policy on payment of creditors

Creditors are paid in accordance with terms of business agreed with individual suppliers. Given the varying terms of business agreed with suppliers, the directors have not calculated an average creditor day figure as a whole on the basis that such a statement would not be beneficial.

On behalf of the board

S Williams
Director
2 April 2025
WIRRAL ROOFCARE HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 OCTOBER 2024
- 2 -

The directors present their annual report and financial statements for the period ended 31 October 2024.

Principal activities

The principal activity of the company was that of a traditional holding company and the group's principal activity continued to be that of the supply of roofing repairs and maintenance.

Results and dividends

The results for the period are set out on page 8.

No ordinary dividends were paid. The directors do not recommend payment of a further dividend.

Directors

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

S McGuinness
(Appointed 24 September 2024)
B Murphy
(Appointed 24 September 2024)
D Pearce
(Appointed 24 September 2024)
S Williams
(Appointed 1 August 2024)
Auditor

The auditor, Mitchell Charlesworth (Audit) Limited, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Statement of directors' responsibilities

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

 

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

 

 

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

Statement of disclosure to auditor

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

WIRRAL ROOFCARE HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2024
- 3 -
Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

On behalf of the board
S Williams
Director
2 April 2025
WIRRAL ROOFCARE HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF WIRRAL ROOFCARE HOLDINGS LIMITED
- 4 -
Opinion

We have audited the financial statements of Wirral Roofcare Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 31 October 2024 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows, the company statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

Basis for opinion

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

Conclusions relating to going concern

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

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and parent company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

 

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

WIRRAL ROOFCARE HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF WIRRAL ROOFCARE HOLDINGS LIMITED
- 5 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

 

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

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

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

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

Extent to which the audit was considered capable of detecting irregularities, including fraud

We identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then

design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and

appropriate to provide a basis for our opinion.

WIRRAL ROOFCARE HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF WIRRAL ROOFCARE HOLDINGS LIMITED
- 6 -

Identifying and assessing potential risks related to irregularities

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:

 

•the nature of the industry and sector, control environment and business performance;

•the company's own assessment of the risks that irregularities may occur either as a result of fraud or error;

•the results of our enquiries of management of their own identification of and assessment of the risks of irregularities;

•any matters we identified having obtained and reviewed the company's documentation of their policies and procedures relating to:

•identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance;

•detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud; and

•the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations; and

•the matters discussed among the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud

 

 

As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas:

 

(i) The presentation of the Profit and Loss Account, (ii) the accounting policy for revenue recognition (iii) amounts recoverable on WIP, (iv) understatement of creditors. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.

 

We also obtained an understanding of the legal and regulatory framework that the company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act.

 

In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company’s ability to operate or to avoid a material penalty.

Audit response to risks identified

Our procedures to respond to risks identified included the following:

 

 

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

 

WIRRAL ROOFCARE HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF WIRRAL ROOFCARE HOLDINGS LIMITED
- 7 -

Owing to the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading

to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we

will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

 

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.

Use of our report

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

Michael Buxton
For and on behalf of
2 April 2025
Mitchell Charlesworth (Audit) Limited
Accountants
Statutory Auditor
Suites C, D, E & F
14th Floor, The Plaza
100 Old Hall Street
Liverpool
England
L3 9QJ
WIRRAL ROOFCARE HOLDINGS LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE PERIOD ENDED 31 OCTOBER 2024
- 8 -
Period
ended
October
2024
Notes
£
Turnover
3
1,137,705
Cost of sales
(539,323)
Gross profit
598,382
Administrative expenses
(905,262)
Other operating income
1,132
Operating loss
4
(305,748)
Interest receivable and similar income
6
8,378
Interest payable and similar expenses
7
(5,697)
Loss before taxation
(303,067)
Tax on loss
8
(136,424)
Loss for the financial period
(439,491)
(Loss)/profit for the financial period is all attributable to the owners of the parent company.
WIRRAL ROOFCARE HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 31 OCTOBER 2024
- 9 -
Period
ended
October
2024
£
Loss for the period
(439,491)
Other comprehensive income
-
Total comprehensive income for the period
(439,491)
Total comprehensive income for the period is all attributable to the owners of the parent company.
WIRRAL ROOFCARE HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT
31 OCTOBER 2024
31 October 2024
- 10 -
2024
Notes
£
£
Fixed assets
Goodwill
9
6,222,308
Tangible assets
10
676,481
6,898,789
Current assets
Stocks
13
60,000
Debtors
14
1,894,502
Cash at bank and in hand
2,208,622
4,163,124
Creditors: amounts falling due within one year
15
(6,319,919)
Net current liabilities
(2,156,795)
Total assets less current liabilities
4,741,994
Creditors: amounts falling due after more than one year
16
(2,664,583)
Provisions for liabilities
Deferred tax liability
18
161,000
(161,000)
Net assets
1,916,411
Capital and reserves
Called up share capital
20
8,801
Share premium account
2,347,101
Profit and loss reserves
(439,491)
Total equity
1,916,411

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

The financial statements were approved by the board of directors and authorised for issue on 2 April 2025 and are signed on its behalf by:
02 April 2025
S Williams
Director
Company registration number 15869905 (England and Wales)
WIRRAL ROOFCARE HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 31 OCTOBER 2024
31 October 2024
- 11 -
2024
Notes
£
£
Fixed assets
Investments
11
9,787,776
Current assets
Debtors
14
272,647
Cash at bank and in hand
247,119
519,766
Creditors: amounts falling due within one year
15
(5,980,094)
Net current liabilities
(5,460,328)
Total assets less current liabilities
4,327,448
Creditors: amounts falling due after more than one year
16
(2,664,583)
Net assets
1,662,865
Capital and reserves
Called up share capital
20
8,801
Share premium account
2,347,101
Profit and loss reserves
(693,037)
Total equity
1,662,865

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £693,037.

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 2 April 2025 and are signed on its behalf by:
02 April 2025
S Williams
Director
Company registration number 15869905 (England and Wales)
WIRRAL ROOFCARE HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 OCTOBER 2024
- 12 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 August 2024
-
0
-
0
-
0
-
Period ended 31 October 2024:
Loss and total comprehensive income
-
-
(439,491)
(439,491)
Issue of share capital
20
8,801
2,347,101
-
2,355,902
Balance at 31 October 2024
8,801
2,347,101
(439,491)
1,916,411
WIRRAL ROOFCARE HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 OCTOBER 2024
- 13 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 August 2024
-
0
-
0
-
0
-
Period ended 31 October 2024:
Profit and total comprehensive income
-
-
(693,037)
(693,037)
Issue of share capital
20
8,801
2,347,101
-
2,355,902
Balance at 31 October 2024
8,801
2,347,101
(693,037)
1,662,865
WIRRAL ROOFCARE HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED 31 OCTOBER 2024
- 14 -
2024
Notes
£
£
Cash flows from operating activities
Cash generated from/(absorbed by) operations
21
4,806,423
Interest paid
(5,697)
Income taxes refunded
225,347
Net cash inflow/(outflow) from operating activities
5,026,073
Investing activities
Purchase of business
(3,802,819)
Repayment of loans
(18,495)
Interest received
8,378
Net cash used in investing activities
(3,812,936)
Financing activities
Proceeds from issue of shares
5,902
Proceeds from new bank loans
1,000,000
Repayment of bank loans
(10,417)
Net cash generated from/(used in) financing activities
995,485
Net increase in cash and cash equivalents
2,208,622
Cash and cash equivalents at beginning of period
-
0
Cash and cash equivalents at end of period
2,208,622
WIRRAL ROOFCARE HOLDINGS LIMITED
COMPANY STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED 31 OCTOBER 2024
- 15 -
2024
Notes
£
£
Cash flows from operating activities
Cash generated from/(absorbed by) operations
22
2,888,143
Interest paid
(5,697)
Net cash inflow/(outflow) from operating activities
2,882,446
Investing activities
Purchase of business
(3,802,819)
Purchase of tangible fixed assets
172,007
Net cash used in investing activities
(3,630,812)
Financing activities
Proceeds from issue of shares
5,902
Proceeds from new bank loans
1,000,000
Repayment of bank loans
(10,417)
Net cash generated from/(used in) financing activities
995,485
Net increase in cash and cash equivalents
247,119
Cash and cash equivalents at beginning of period
-
0
Cash and cash equivalents at end of period
247,119
WIRRAL ROOFCARE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 OCTOBER 2024
- 16 -
1
Accounting policies
Company information

Wirral Roofcare Holdings Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is .

 

The group consists of Wirral Roofcare Holdings Limited and all of its subsidiaries.

1.1
Reporting period

The company was incorporated on 1 August 2024. During the period the company shortened its year end so as to align with the year end of its subsidiary. This is the first period of preparing statutory accounts and therefore no comparatives figures are presented. The group trading results are for the period 28 September 2024 to 31 October 2024.

1.2
Accounting convention

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

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

The financial statements have been prepared under the historical cost convention, [modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value]. The principal accounting policies adopted are set out below.

1.3
Business combinations

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

 

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

1.4
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Wirral Roofcare Holdings Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

All financial statements are made up to 31 October 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

WIRRAL ROOFCARE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2024
1
Accounting policies
(Continued)
- 17 -

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

1.5
Going concern

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

1.6
Turnover

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

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.

1.7
Intangible fixed assets - goodwill

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

1.8
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:

Freehold land and buildings
15% reducing balance
Plant and equipment
15% reducing balance
Motor vehicles
25% reducing balance

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

1.9
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

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

WIRRAL ROOFCARE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2024
1
Accounting policies
(Continued)
- 18 -

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

1.10
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

 

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

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.11
Stocks

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

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

1.12
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

WIRRAL ROOFCARE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2024
1
Accounting policies
(Continued)
- 19 -
1.13
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.

Basic financial liabilities

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

 

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

 

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

1.14
Equity instruments

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

1.15
Taxation

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

WIRRAL ROOFCARE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2024
1
Accounting policies
(Continued)
- 20 -
Current tax

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

Deferred tax

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

 

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

1.16
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

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

 

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

1.17
Retirement benefits

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

1.18
Leases

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.

2
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

WIRRAL ROOFCARE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2024
2
Judgements and key sources of estimation uncertainty
(Continued)
- 21 -
Key sources of estimation uncertainty

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

Recoverability of debtors

Bad debts are recognised where there are indicators of non-recoverability, and appropriate actions has been taken to recover the debt unsuccessfully. When assessing recoverability, the directors consider factors such as the ageing of the receivables, past experience of recoverability, and the credit profile of individual groups of customers.

Impairment of fixed assets

Where an indication of impairment exists, the directors will carry out an impairment review to determine the recoverable amount, which is the higher of fair value less cost to sell and value in use. The value in use calculation requires the directors to estimate the future cash flows expected to arise from the asset or the cash generating unit and a suitable discount rate in order to calculate present value.

3
Turnover and other revenue
2024
£
Turnover analysed by class of business
Roofing services
1,137,705
2024
£
Other revenue
Interest income
8,378

All revenue was generated within the UK.

4
Operating loss
2024
£
Operating loss for the period is stated after charging:
Fees payable to the group's auditor for the audit of the group's financial statements
-
Depreciation of owned tangible fixed assets
11,666
Amortisation of intangible assets
52,288
WIRRAL ROOFCARE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2024
- 22 -
5
Employees

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

Group
Company
2024
2024
Number
Number
Total employees
88
-
0

Their aggregate remuneration comprised:

Group
Company
2024
2024
£
£
Wages and salaries
346,483
-
0
Social security costs
34,238
-
Pension costs
6,348
-
0
387,069
-
0
6
Interest receivable and similar income
2024
£
Interest income
Interest on bank deposits
8,378
7
Interest payable and similar expenses
2024
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
5,697
8
Taxation
2024
£
Current tax
UK corporation tax on profits for the current period
136,424
WIRRAL ROOFCARE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2024
8
Taxation
(Continued)
- 23 -

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

2024
£
Loss before taxation
(303,067)
Expected tax credit based on the standard rate of corporation tax in the UK of 25.00%
(75,767)
Tax effect of expenses that are not deductible in determining taxable profit
11,871
Adjustments in respect of prior years
16,533
Group relief
22,787
Deferred tax adjustments in respect of prior years
161,000
Taxation charge
136,424
9
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 August 2024
-
0
Additions
6,274,596
At 31 October 2024
6,274,596
Amortisation and impairment
At 1 August 2024
-
0
Amortisation charged for the period
52,288
At 31 October 2024
52,288
Carrying amount
At 31 October 2024
6,222,308
The company had no intangible fixed assets at 31 October 2024.
WIRRAL ROOFCARE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2024
- 24 -
10
Tangible fixed assets
Group
Freehold land and buildings
Plant and equipment
Motor vehicles
Total
£
£
£
£
Cost
At 1 August 2024
-
0
-
0
-
0
-
0
Business combinations
294,408
414,497
1,079,270
1,788,175
At 31 October 2024
294,408
414,497
1,079,270
1,788,175
Depreciation and impairment
At 1 August 2024
-
0
-
0
-
0
-
0
Depreciation charged in the period
-
0
830
10,836
11,666
Transfers
-
0
357,207
742,821
1,100,028
At 31 October 2024
-
0
358,037
753,657
1,111,694
Carrying amount
At 31 October 2024
294,408
56,460
325,613
676,481
The company had no tangible fixed assets at 31 October 2024.
11
Fixed asset investments
Group
Company
2024
2024
Notes
£
£
Investments in subsidiaries
12
-
0
9,787,776
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 August 2024
-
Additions
9,787,776
At 31 October 2024
9,787,776
Carrying amount
At 31 October 2024
9,787,776
WIRRAL ROOFCARE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2024
- 25 -
12
Subsidiaries

Details of the company's subsidiaries at 31 October 2024 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Wirral Roofcare Limited
England and Wales
A ordinary shares
100.00
13
Stocks
Group
Company
2024
2024
£
£
Raw materials and consumables
60,000
-
14
Debtors
Group
Company
2024
2024
Amounts falling due within one year:
£
£
Trade debtors
1,100,360
-
0
Other debtors
291,142
272,647
Prepayments and accrued income
503,000
-
0
1,894,502
272,647
15
Creditors: amounts falling due within one year
Group
Company
2024
2024
Notes
£
£
Bank loans
17
125,000
125,000
Trade creditors
202,945
-
0
Amounts owed to group undertakings
-
0
1,122,283
Corporation tax payable
200,771
-
0
Other taxation and social security
256,747
-
Other creditors
5,474,944
4,732,811
Accruals and deferred income
59,512
-
0
6,319,919
5,980,094
WIRRAL ROOFCARE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2024
- 26 -
16
Creditors: amounts falling due after more than one year
Group
Company
2024
2024
Notes
£
£
Bank loans and overdrafts
17
864,583
864,583
Other creditors
1,800,000
1,800,000
2,664,583
2,664,583
17
Loans and overdrafts
Group
Company
2024
2024
£
£
Bank loans
989,583
989,583
Payable within one year
125,000
125,000
Payable after one year
864,583
864,583

The Bank loans are secured by fixed charges and floating charges over land and property owned by Wirral Roofcare Holdings Limited.

The above loans are with National Westminster Bank PL and were taken in order to finance the takeover of Wirral Roofcare Limited. Loan finance is in the form of two loans of £500,000 of which one loan is to be paid over a period 120 months and another which is to be paid over 48 months. The loan to be paid over 120 months carries a fixed interest rate of 6.64% for the first 36 months of the loan term. The loan to be paid over 48 months carries a fixed interest rate of 7.57% for the first 36 months of the loan term.

18
Deferred taxation

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

Liabilities
2024
Group
£
Accelerated capital allowances
161,000
The company has no deferred tax assets or liabilities.
WIRRAL ROOFCARE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2024
18
Deferred taxation
(Continued)
- 27 -
Group
Company
2024
2024
Movements in the period:
£
£
Asset at 1 August 2024
-
-
Charge to profit or loss
161,000
-
Liability at 31 October 2024
161,000
-

The deferred tax liability set out above is expected to reverse in the next 4 years and relates to accelerated capital allowances that are expected to mature within the same period.

19
Retirement benefit schemes
2024
Defined contribution schemes
£
Charge to profit or loss in respect of defined contribution schemes
6,348

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

20
Share capital
Group and company
2024
2024
Ordinary share capital
Number
£
Issued and fully paid
Ordinary shares of £1 each
1
1
A Ordinary shares of £1 each
5,800
5,800
B Ordinary shares of £1 each
3,000
3,000
8,801
8,801
WIRRAL ROOFCARE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2024
- 28 -
21
Cash generated from/(absorbed by) group operations
2024
£
Loss for the period after tax
(439,491)
Adjustments for:
Taxation charged
136,424
Finance costs
5,697
Investment income
(8,378)
Amortisation and impairment of intangible assets
52,288
Depreciation and impairment of tangible fixed assets
11,666
Decrease in provisions
(1,800,000)
Movements in working capital:
Decrease in debtors
358,562
Increase in creditors
6,489,655
Cash generated from/(absorbed by) operations
4,806,423
22
Cash generated from/(absorbed by) operations - company
2024
£
Loss for the period after tax
(693,037)
Adjustments for:
Finance costs
5,697
Decrease in provisions
(1,800,000)
Movements in working capital:
Increase in debtors
(272,647)
Increase in creditors
5,648,130
Cash generated from/(absorbed by) operations
2,888,143
23
Analysis of changes in net funds - group
1 August 2024
Cash flows
31 October 2024
£
£
£
Cash at bank and in hand
-
2,208,622
2,208,622
Borrowings excluding overdrafts
-
(989,583)
(989,583)
-
1,219,039
1,219,039
WIRRAL ROOFCARE HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2024
- 29 -
24
Analysis of changes in net debt - company
1 August 2024
Cash flows
31 October 2024
£
£
£
Cash at bank and in hand
-
247,119
247,119
Borrowings excluding overdrafts
-
(989,583)
(989,583)
-
(742,464)
(742,464)
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