| REGISTERED NUMBER: |
| REPORT OF THE DIRECTOR AND |
| AUDITED FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 OCTOBER 2024 |
| FOR |
| ADREM ENTERPRISES LIMITED |
| REGISTERED NUMBER: |
| REPORT OF THE DIRECTOR AND |
| AUDITED FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 OCTOBER 2024 |
| FOR |
| ADREM ENTERPRISES LIMITED |
| ADREM ENTERPRISES LIMITED (REGISTERED NUMBER: 05922514) |
| CONTENTS OF THE FINANCIAL STATEMENTS |
| for the year ended 31 October 2024 |
| Page |
| Company Information | 1 |
| Report of the Director | 2 |
| Report of the Independent Auditors | 3 |
| Statement of Income and Retained Earnings | 5 |
| Balance Sheet | 6 |
| Notes to the Financial Statements | 7 |
| ADREM ENTERPRISES LIMITED |
| COMPANY INFORMATION |
| for the year ended 31 October 2024 |
| DIRECTOR: |
| SECRETARY: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Chartered Accountants |
| Statutory Auditor |
| Unit 2, Charnwood Edge Business Park |
| Syston Road |
| Leicestershire |
| LE7 4UZ |
| ADREM ENTERPRISES LIMITED (REGISTERED NUMBER: 05922514) |
| REPORT OF THE DIRECTOR |
| for the year ended 31 October 2024 |
| The director presents his report with the financial statements of the company for the year ended 31 October 2024. |
| PRINCIPAL ACTIVITY |
| The principal activity of the company in the year under review was that of leasing plant and equipment to its wholly owned subsidiary, Spaw Engineering Limited. |
| DIVIDENDS |
| Interim dividends were paid amounting to £325,000 (2023: £400,000). The directors recommend that no final dividends will be paid. |
| DIRECTOR |
| STATEMENT OF DIRECTOR'S RESPONSIBILITIES |
| The director is responsible for preparing the Report of the Director and the financial statements in accordance with applicable law and regulations. |
| Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the director must not approve the financial statements unless he is 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 director is required to: |
| - | select suitable accounting policies and then apply them consistently; |
| - | make judgements and accounting estimates that are reasonable and prudent; |
| - | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
| The director is responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
| STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
| So far as the director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
| AUDITORS |
| The auditors, Magma Audit LLP (part of the Dains Group), will be proposed for re-appointment at the forthcoming Annual General Meeting. |
| ON BEHALF OF THE BOARD: |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| ADREM ENTERPRISES LIMITED |
| Opinion |
| We have audited the financial statements of Adrem Enterprises Limited (the 'company') for the year ended 31 October 2024 which comprise the Statement of Income and Retained Earnings, Balance Sheet and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, 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 October 2024 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. |
| 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
| Conclusions relating to going concern |
| In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
| Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the 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 director with respect to going concern are described in the relevant sections of this report. |
| Other information |
| The director is responsible for the other information. The other information comprises the information in the Report of the Director, but does not include the financial statements and our Report of the Auditors thereon. |
| Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
| In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. |
| Opinions on other matters prescribed by the Companies Act 2006 |
| In our opinion, based on the work undertaken in the course of the audit: |
| - | the information given in the Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
| - | the Report of the Director has been prepared in accordance with applicable legal requirements. |
| Matters on which we are required to report by exception |
| In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Report of the Director. |
| We have nothing to report in respect of the following matters where 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 director's remuneration specified by law are not made; or |
| - | we have not received all the information and explanations we require for our audit; or |
| - | the director was not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Strategic Report. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| ADREM ENTERPRISES LIMITED |
| Responsibilities of director |
| As explained more fully in the Statement of Director's Responsibilities set out on page two, the director is responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the director determines necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. |
| In preparing the financial statements, the director is responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so. |
| Auditors' 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 a Report of the Auditors 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: |
| Based on our understanding of the company and industry, we identified the principal risks of non-compliance with laws and regulations, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the financial statements such as the Companies Act 2006. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries and management bias in accounting estimates. Audit procedures performed included: |
| - enquire with management for consideration of known or suspected instances of non-compliance with laws and regulation and fraud; |
| - challenging assumptions made by management in their significant accounting estimates, in particular in relation to the carrying amount of fixed assets valuations, and the judgements formed; |
| - identifying and testing journal entries, in particular any journal entries posted with unusual account combinations, journal entries crediting cash and journal entries with specific defined descriptions. |
| There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. |
| A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
| 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 a Report of the Auditors 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. |
| for and on behalf of |
| Chartered Accountants |
| Statutory Auditor |
| Unit 2, Charnwood Edge Business Park |
| Syston Road |
| Leicestershire |
| LE7 4UZ |
| ADREM ENTERPRISES LIMITED (REGISTERED NUMBER: 05922514) |
| STATEMENT OF INCOME AND |
| RETAINED EARNINGS |
| for the year ended 31 October 2024 |
| 2024 | 2023 |
| Notes | £ | £ |
| TURNOVER |
| Cost of sales | ( |
) | ( |
) |
| GROSS PROFIT |
| Administrative expenses | ( |
) |
| OPERATING (LOSS)/PROFIT | 5 | ( |
) |
| Income from shares in group undertakings |
| Interest receivable and similar income |
| PROFIT BEFORE TAXATION |
| Tax on profit | ( |
) | ( |
) |
| PROFIT FOR THE FINANCIAL YEAR |
| Retained earnings at beginning of year |
| Dividends | 6 | ( |
) | ( |
) |
| RETAINED EARNINGS AT END OF YEAR |
| ADREM ENTERPRISES LIMITED (REGISTERED NUMBER: 05922514) |
| BALANCE SHEET |
| 31 October 2024 |
| 2024 | 2023 |
| Notes | £ | £ |
| FIXED ASSETS |
| Tangible assets | 7 |
| Investments | 8 |
| CURRENT ASSETS |
| Debtors | 9 |
| Cash at bank |
| CREDITORS |
| Amounts falling due within one year | 10 | ( |
) | ( |
) |
| NET CURRENT ASSETS |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| PROVISIONS FOR LIABILITIES | 11 | ( |
) | ( |
) |
| NET ASSETS |
| CAPITAL AND RESERVES |
| Called up share capital | 12 |
| Retained earnings | 13 |
| SHAREHOLDERS' FUNDS |
| The financial statements were approved by the director and authorised for issue on |
| ADREM ENTERPRISES LIMITED (REGISTERED NUMBER: 05922514) |
| NOTES TO THE FINANCIAL STATEMENTS |
| for the year ended 31 October 2024 |
| 1. | STATUTORY INFORMATION |
| Adrem Enterprises Limited is a limited company, registered in England and Wales. Its registered office address is 365 Fosse Way, Syston, Leicestershire LE7 1NL and the registered number is 05922514. |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| Related party exemption |
| The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
| Turnover |
| Revenue is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised: |
| Rendering of services |
| Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied: |
| - the amount of revenue can be measured reliably; |
| - it is probable that the company will receive the consideration due under the contract; |
| - the stage of completion of the contract at the end of the reporting period can be measured reliably; and |
| - the costs incurred and the costs to complete the contract can be measured reliably. |
| Tangible fixed assets |
| Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses. |
| Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases: |
| Plant & machinery | 10% straight line basis |
| Fixtures & fittings | 10% - 25% straight line basis |
| The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss. |
| Investments in subsidiaries |
| Investment in the subsidiary company is held at cost less accumulated impairment losses. |
| ADREM ENTERPRISES LIMITED (REGISTERED NUMBER: 05922514) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the year ended 31 October 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Financial instruments |
| The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in non-puttable ordinary shares. |
| Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in profit or loss. |
| Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an 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. |
| Taxation |
| The tax expense for the year comprises current and deferred tax. |
| Tax is recognised in Profit and Loss, except where a change attributable to an item of income and expense is recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively. |
| Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the Balance Sheet date, except that: |
| - The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and |
| - Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met. |
| Both current and deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
| Debtors |
| Basic financial assets, including trade and other debtors, are initially recognised at transaction price, 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. Such assets are subsequently carried at amortised cost using the effective interest method, less any impairment. |
| Cash and cash equivalents |
| Cash and cash equivalents are represented by cash in hand, deposits held at call with financial institutions, and other short-term highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value. |
| Creditors |
| Basic financial liabilities, including trade and other creditors, loans from third parties and loans from related parties, 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. Such instruments are subsequently carried at amortised cost using the effective interest method, less any impairment. |
| ADREM ENTERPRISES LIMITED (REGISTERED NUMBER: 05922514) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the year ended 31 October 2024 |
| 3. | 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 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. |
| 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. |
| Depreciation of tangible assets |
| The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful economic lives and residual lives of the assets. The useful economic lives and residual values are reassessed annually. They are amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and the physical condition of the assets. See note 8 for the carrying amount of the assets and note 2 for the useful economic lives for each class of asset. |
| 4. | EMPLOYEES AND DIRECTORS |
| The average number of employees during the year was NIL (2023 - NIL). |
| The company has no employees, and one director who did not receive any remuneration in the year (2022: £nil). |
| 5. | OPERATING (LOSS)/PROFIT |
| The operating loss (2023 - operating profit) is stated after charging: |
| 2024 | 2023 |
| £ | £ |
| Depreciation - owned assets |
| 6. | DIVIDENDS |
| 2024 | 2023 |
| £ | £ |
| Ordinary shares of £1 each |
| Interim |
| ADREM ENTERPRISES LIMITED (REGISTERED NUMBER: 05922514) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the year ended 31 October 2024 |
| 7. | TANGIBLE FIXED ASSETS |
| Fixtures |
| Plant and | and |
| machinery | fittings | Totals |
| £ | £ | £ |
| COST |
| At 1 November 2023 |
| Disposals | ( |
) | ( |
) | ( |
) |
| At 31 October 2024 |
| DEPRECIATION |
| At 1 November 2023 |
| Charge for year |
| Eliminated on disposal | ( |
) | ( |
) | ( |
) |
| At 31 October 2024 |
| NET BOOK VALUE |
| At 31 October 2024 |
| At 31 October 2023 |
| 8. | FIXED ASSET INVESTMENTS |
| Shares in |
| group |
| undertakings |
| £ |
| COST |
| At 1 November 2023 |
| and 31 October 2024 |
| NET BOOK VALUE |
| At 31 October 2024 |
| At 31 October 2023 |
| 9. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2024 | 2023 |
| £ | £ |
| Trade debtors |
| Amounts owed by group undertakings |
| 10. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2024 | 2023 |
| £ | £ |
| Tax |
| VAT | 1,996 | 3,130 |
| Accruals and deferred income |
| 11. | PROVISIONS FOR LIABILITIES |
| 2024 | 2023 |
| £ | £ |
| Deferred tax | 4,700 | 7,500 |
| ADREM ENTERPRISES LIMITED (REGISTERED NUMBER: 05922514) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the year ended 31 October 2024 |
| 11. | PROVISIONS FOR LIABILITIES - continued |
| Deferred |
| tax |
| £ |
| Balance at 1 November 2023 |
| Credit to Statement of Income and Retained Earnings during year | ( |
) |
| Balance at 31 October 2024 |
| 12. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 2024 | 2023 |
| value: | £ | £ |
| Ordinary | £1 | 100 | 100 |
| 13. | RESERVES |
| Retained |
| earnings |
| £ |
| At 1 November 2023 |
| Profit for the year |
| Dividends | ( |
) |
| At 31 October 2024 |
| 14. | ULTIMATE CONTROLLING PARTY |
| The parent company is Twingear Limited and the ultimate parent company is Twingear Holdings Limited which is controlled by C R F Shield. |