Company Registration No. 13770535 (England and Wales)
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2024
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
COMPANY INFORMATION
Director
M M Ashmead
Secretary
L Waldron
Company number
13770535
Registered office
Imet Emery Crescent
Enterprise Campus
Alconbury Weald
Huntingdon
Cambridgeshire
PE28 4YE
Auditor
TC Group
Brightfield Business Hub
Bakewell Road
Orton Southgate
Peterborough
Cambridgeshire
PE2 6XU
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1 - 2
Director's report
3
Director's responsibilities statement
4
Independent auditor's report
5 - 8
Profit and loss account
9
Group statement of comprehensive income
10
Group balance sheet
11 - 12
Company balance sheet
13
Group statement of changes in equity
14
Company statement of changes in equity
15
Group statement of cash flows
16
Notes to the financial statements
17 - 40
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE PERIOD ENDED 31 AUGUST 2024
- 1 -
The director presents the strategic report for the period ended 31 August 2024.
Fair review of the business
Group sales increased from the previous year while profit decreased due to heightened costs across the board. Our export business continues to be a fundamental element of the business strategy representing 86% of our sales in the year.
The group achieved the launch of its new globally integrated ERP system, which will drive robust processes for the future.
The group’s brand Cellbond retains its position as a leading brand in the automotive passive safety industry and we continue to be committed to investing in research and development that focuses directly on customer and industry needs. A new range of products to meet incoming consumer testing requirements is evolving.
The automotive industry has seen a significant shift in the centre of gravity, moving towards Asia while China has taken centre stage in the manufacture of EV and hybrid models. We see this reflected in the growth we have experienced in the year within Chinese and other Asian markets. To meet the changing outlook and to complement our existing operations in Japan and now Korea, the group prepares to establish an even stronger foothold within the Asian market during the years 2025-2026. We are encouraged by the relationships held with leading industry figures within the Asian market.
The launch of Cellbond Korea was successful in the year. Now with an established base we’ve seen immediate growth, while our partnership with a government standards institution in that market goes from strength to strength. Additionally, an Indian based agent has been appointed as an active partner within that growing market.
Celebrating its 10th anniversary in November 2024, our Japanese subsidiary Cellbond Kabushiki Kaisha continues ensuring customers are provided with quality local support.
Principal risks and uncertainties
The business' activities expose it primarily to the financial risks of changes in foreign currency exchange rates.
The business' principal financial instruments comprise bank balances, bank overdrafts, trade debtors, trade creditors, loans to business and finance lease agreements. The main purpose of these instruments is to finance the business' operations.
In respect of bank balances, the liquidity risk is managed by maintaining a balance between the continuity of funding and flexibility through the use of overdrafts at floating rates of interest. All of the business' cash balances are held in such a way that achieves a competitive rate of interest. The business makes use of money market facilities where funds are available.
Trade debtors are managed in respect of credit and cash flow risk by policies concerning the credit offered to customers and the regular monitoring of amounts outstanding for both time and credit limits. The amounts presented in the balance sheet are net of allowances for doubtful debtors.
Trade creditors' liquidity risk is managed by ensuring sufficient funds are available to meet the amounts due. Loans comprise loans from financial institutions. The interest rates are variable, but the monthly repayments are fixed. The business manages the liquidity risk by ensuring that there are sufficient funds to meet the payments.
The business is a lessee in respect of finance leased assets. The liquidity in respect of these is managed by ensuring that there are sufficient funds to meet the payments due.
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2024
- 2 -
Key performance indicators
The key performance indicators for the year were as follows:
Unit
2024
2023
16 Months
12 Months
Turnover
£
28,006,701
20,240,547
Turnover Growth
%
38
6
Gross Profit Margin
%
37
42
(Loss) / Profit before tax
£
(1,237,302)
36,889
M M Ashmead
Director
23 May 2025
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
DIRECTOR'S REPORT
FOR THE PERIOD ENDED 31 AUGUST 2024
- 3 -
The director presents his annual report and financial statements for the period ended 31 August 2024.
Principal activities
The principal activity of the company and group continued to be that of engineered structures and solutions. These activities remained principally focused on the automotive crash safety, the design & manufacture of bonded structures and motorcycle development.
Results and dividends
The results for the period are set out on page 9.
No ordinary dividends were paid. The director does not recommend payment of a further dividend.
Director
The director who held office during the period and up to the date of signature of the financial statements was as follows:
M M Ashmead
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.
On behalf of the board
M M Ashmead
Director
23 May 2025
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
DIRECTOR'S RESPONSIBILITIES STATEMENT
FOR THE PERIOD ENDED 31 AUGUST 2024
- 4 -
The director is responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards 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 group and company, and of the profit or loss of the group 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;
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and company will continue in business.
The director is 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. He is 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.
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
- 5 -
Opinion
We have audited the financial statements of Encocam Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 31 August 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 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 FRS 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 group's and the parent company's affairs as at 31 August 2024 and of the group's loss for the period 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 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 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 director with respect to going concern are described in the relevant sections of this report.
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
- 6 -
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The director is responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. 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 strategic report and the director's report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the director's report have 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 group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report and the director's report.
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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent company 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.
Responsibilities of director
As explained more fully in the director's responsibilities statement, 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 is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the director is responsible for assessing the 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 director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
- 7 -
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.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. 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
The objectives of our audit, in respect to fraud, are: to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses; and to respond appropriately to fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and its management.
Our approach was as follows:
We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience, and through discussion with the directors and other management (as required by auditing standards), and discussed with the directors and other management the policies and procedures regarding compliance with laws and regulations;
We considered the legal and regulatory frameworks directly applicable to the financial statements reporting framework (FRS 102 and the Companies Act 2006) and the relevant tax compliance regulations in the UK;
We considered the nature of the industry, the control environment and business performance, including the key drivers for management’s remuneration;
We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit;
We considered the procedures and controls that the company has established to address risks identified, or that otherwise prevent, deter and detect fraud; and how senior management monitors those programmes and controls.
Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Where the risk was considered to be higher, we performed audit procedures to address each identified fraud risk. These procedures included: testing manual journals; reviewing the financial statement disclosures and testing to supporting documentation; performing analytical procedures; and enquiring of management, and were designed to provide reasonable assurance that the financial statements were free from fraud or error.
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
- 8 -
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.
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.
John Grant (Senior Statutory Auditor)
For and on behalf of TC Group
28 May 2025
Brightfield Business Hub
Bakewell Road
Orton Southgate
Peterborough
Cambridgeshire
PE2 6XU
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE PERIOD ENDED 31 AUGUST 2024
- 9 -
Period
Year
ended
ended
31 August
30 April
2024
2023
Notes
£
£
Turnover
3
28,006,701
20,240,547
Cost of sales
(17,617,912)
(11,675,317)
Gross profit
10,388,789
8,565,230
Distribution costs
(1,246,890)
(1,192,068)
Administrative expenses
(9,774,389)
(7,127,685)
Other operating income
76,309
57,978
Operating (loss)/profit
4
(556,181)
303,455
Interest receivable and similar income
8
267
Interest payable and similar expenses
9
(571,388)
(266,566)
Net gains or losses on fair value of investment properties
10
(110,000)
-
(Loss)/profit before taxation
(1,237,302)
36,889
Tax on (loss)/profit
11
275,678
(91,519)
Loss for the financial period
26
(961,624)
(54,630)
Loss for the financial period is all attributable to the owners of the parent company.
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 31 AUGUST 2024
- 10 -
Period
Year
ended
ended
31 August
30 April
2024
2023
£
£
Loss for the period
(961,624)
(54,630)
Other comprehensive income
Currency translation differences
(299,816)
(83,305)
Total comprehensive income for the period
(1,261,440)
(137,935)
Total comprehensive income for the period is all attributable to the owners of the parent company.
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT
31 AUGUST 2024
31 August 2024
- 11 -
31 August 2024
30 April 2023
Notes
£
£
£
£
Fixed assets
Tangible assets
12
8,297,003
9,098,934
Investment properties
13
2,965,000
3,075,000
11,262,003
12,173,934
Current assets
Stocks
16
6,956,511
9,802,873
Debtors
17
3,846,889
5,826,308
Cash at bank and in hand
1,530,619
608,522
12,334,019
16,237,703
Creditors: amounts falling due within one year
18
(7,039,786)
(6,116,701)
Net current assets
5,294,233
10,121,002
Total assets less current liabilities
16,556,236
22,294,936
Creditors: amounts falling due after more than one year
19
(296,225)
(4,246,519)
Provisions for liabilities
Provisions
22
63,961
Deferred tax liability
23
600,722
688,826
(600,722)
(752,787)
Net assets
15,659,289
17,295,630
Capital and reserves
Called up share capital
25
95
1
Capital redemption reserve
26
5
Merger reserves
26
17,295,629
17,295,629
Profit and loss reserves
26
(1,636,440)
Total equity
15,659,289
17,295,630
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
GROUP BALANCE SHEET (CONTINUED)
AS AT
31 AUGUST 2024
31 August 2024
- 12 -
The financial statements were approved and signed by the director and authorised for issue on 23 May 2025
23 May 2025
M M Ashmead
Director
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 31 AUGUST 2024
31 August 2024
- 13 -
31 August 2024
30 April 2023
Notes
£
£
£
£
Fixed assets
Investments
14
1,976
Current assets
Debtors
17
5
1
Creditors: amounts falling due within one year
18
(1)
-
Net current assets
4
1
Net assets
1,980
1
Capital and reserves
Called up share capital
25
95
1
Capital redemption reserve
26
5
Profit and loss reserves
26
1,880
Total equity
1,980
1
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £376,880 (2023 - £0 profit).
The company was dormant up to 18 October 2023, therefore its profit and loss account and related notes for the 16 month period presented in these financial statements up to 31 August 2024 are the exact same as they would have been presented for the year ended 31 August 2024. The comparative balance sheet above is for 30 April 2023, had the balance sheet for 31 August 2023 been presented it would have been exactly the same.
The financial statements were approved and signed by the director and authorised for issue on 23 May 2025
23 May 2025
M M Ashmead
Director
Company Registration No. 13770535
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 AUGUST 2024
- 14 -
Share capital
Capital redemption reserve
Merger reserves
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 May 2022
1
-
1
Year ended 30 April 2023:
Loss for the year
-
-
-
(54,630)
(54,630)
Other comprehensive income:
Currency translation differences
-
-
-
(83,305)
(83,305)
Total comprehensive income for the year
-
-
-
(137,935)
(137,935)
Transfers
-
-
17,295,629
137,935
17,433,564
Balance at 30 April 2023
1
17,295,629
17,295,630
Period ended 31 August 2024:
Loss for the period
-
-
-
(961,624)
(961,624)
Other comprehensive income:
Currency translation differences
-
-
-
(299,816)
(299,816)
Total comprehensive income for the period
-
-
-
(1,261,440)
(1,261,440)
Issue of share capital
25
99
-
-
-
99
Own shares acquired
-
-
(375,000)
(375,000)
Redemption of shares
25
-
5
-
-
5
Reduction of shares
25
(5)
-
-
-
(5)
Balance at 31 August 2024
95
5
17,295,629
(1,636,440)
15,659,289
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 AUGUST 2024
- 15 -
Share capital
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 May 2022
1
1
Year ended 30 April 2023:
Profit and total comprehensive income for the year
-
-
-
Balance at 30 April 2023
1
1
Period ended 31 August 2024:
Profit and total comprehensive income for the period
-
-
376,880
376,880
Issue of share capital
25
99
-
-
99
Own shares acquired
-
-
(375,000)
(375,000)
Redemption of shares
25
-
5
-
5
Reduction of shares
25
(5)
-
-
(5)
Balance at 31 August 2024
95
5
1,880
1,980
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED 31 AUGUST 2024
- 16 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
31
3,519,042
435,796
Interest paid
(571,388)
(266,566)
Income taxes (paid)/refunded
(832,355)
239,985
Net cash inflow from operating activities
2,115,299
409,215
Investing activities
Purchase of tangible fixed assets
(495,717)
(3,820,604)
Proceeds on disposal of tangible fixed assets
182,896
11,070
Interest received
267
Net cash used in investing activities
(312,554)
(3,809,534)
Financing activities
Purchase of own shares
(375,000)
Proceeds from borrowings
1,404,450
2,708,903
Repayment of bank loans
(769,275)
(317,179)
Payment of finance leases obligations
(365,730)
(83,270)
Net cash (used in)/generated from financing activities
(105,555)
2,308,454
Net increase/(decrease) in cash and cash equivalents
1,697,190
(1,091,865)
Cash and cash equivalents at beginning of period
(166,571)
925,294
Cash and cash equivalents at end of period
1,530,619
(166,571)
Relating to:
Cash at bank and in hand
1,530,619
1,110,432
Bank overdrafts included in creditors payable within one year
-
(1,277,003)
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2024
- 17 -
1
Accounting policies
Company information
Encocam Holdings Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is iMet, Emery Crescent, Enterprise Campus, Alconbury Weald, Huntingdon, Cambridgeshire, England, PE28 4YE.
The group consists of Encocam Holdings Limited and all of its subsidiaries.
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.
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.
1.2
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.
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2024
1
Accounting policies
(Continued)
- 18 -
1.3
Basis of consolidation
The consolidated group financial statements consist of the financial statements of the parent company Encocam 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 August 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.
Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.
Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.
Investments in joint ventures and associates are carried in the group balance sheet at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.
If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.
Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.
1.4
Going concern
At the time of approving the financial statements, the director has a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.
1.5
Reporting period
The reporting period has changed from 30 April to 31 August. The reporting period has changed due to internal system changes during the year. Amounts presented for the 2024 reporting period are for a 16-month period. Comparative figures are for a 12-month period. Consequently, comparative amounts are not comparable.
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2024
1
Accounting policies
(Continued)
- 19 -
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.
When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
1.7
Research and development expenditure
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
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
3% straight line
Leasehold land and buildings
Straight line over the terms of the lease
Plant and equipment
10% to 50% straight line and 25% reducing balance
Fixtures and fittings
20% to 50% straight line
Computers
100% straight line
Motor vehicles
30% reducing balance
Other tangible assets
Nil
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
Investment properties
Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in profit or loss.
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2024
1
Accounting policies
(Continued)
- 20 -
1.10
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.
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.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.
Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.
In the parent company financial statements, investments in associates are accounted for at cost less impairment.
Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.11
Impairment of fixed assets
At each reporting period end date, the group reviews the carrying amounts of its tangible 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.
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2024
1
Accounting policies
(Continued)
- 21 -
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.
1.12
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.
Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.
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.
1.13
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.
1.14
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.
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2024
1
Accounting policies
(Continued)
- 22 -
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.
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
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.
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2024
1
Accounting policies
(Continued)
- 23 -
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.
Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Derecognition of financial liabilities
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
1.15
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.
1.16
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
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.
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2024
1
Accounting policies
(Continued)
- 24 -
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.
1.17
Provisions
Provisions are recognised when the group has a legal or constructive present obligation as a result of a past event, it is probable that the group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.
The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.
1.18
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.
1.19
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2024
1
Accounting policies
(Continued)
- 25 -
1.20
Leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
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 leased asset are consumed.
1.21
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
2
Judgements and key sources of estimation uncertainty
In the application of the group’s accounting policies, the director is 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.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Stock
Included in stocks held at the year end is a provision for obsolete stock. This provision is based on judgements made by the directors using their opinion of the proportion of items that are no longer saleable at full price or that may be obsolete. The provision is based around the likelihood of the future sales of stock items that have remained unsold for significant time.
Investment Properties
Investment properties are required to be valued at fair value at the year end. This year 2 of the 9 investment properties had professional valuations. The remaining 7 investment properties were valued by the director by comparing to values of similar properties in the area and taking into account size, condition etc.
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2024
- 26 -
3
Turnover and other revenue
2024
2023
16 Months
12 Months
£
£
Turnover analysed by geographical market
UK
3,946,016
2,386,824
Europe
9,744,294
8,529,792
Rest of world
14,316,391
9,323,931
28,006,701
20,240,547
2024
2023
16 Months
12 Months
£
£
Other significant revenue
Interest income
267
-
Miscellaneous other operating income
76,309
57,978
4
Operating (loss)/profit
2024
2023
16 Months
12 Months
£
£
Operating (loss)/profit for the period is stated after charging/(crediting):
Foreign exchange losses
121,078
18,896
Research and development costs
355,570
208,103
Depreciation of owned tangible fixed assets
1,024,601
780,251
Loss/(profit) on disposal of tangible fixed assets
90,150
(913)
Operating lease charges
131,550
105,547
5
Auditor's remuneration
2024
2023
16 Months
12 Months
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
-
-
Audit of the financial statements of the company's subsidiaries
35,000
30,000
The subsidiary Encocam Limited has taken on the entire group audit fee on behalf of the group.
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2024
- 27 -
6
Employees
The average monthly number of persons (including directors) employed by the group and company during the period was:
Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
Production
93
90
-
-
Administration and support
134
143
-
-
Total
227
233
Their aggregate remuneration comprised:
Group
Company
16 Months
12 Months
16 Months
12 Months
2024
2023
2024
2023
£
£
£
£
Wages and salaries
10,096,196
7,456,509
Social security costs
960,550
697,153
-
-
Pension costs
411,891
325,272
11,468,637
8,478,934
7
Director's remuneration
2024
2023
16 Months
12 Months
£
£
Remuneration for qualifying services
224,686
39,960
Company pension contributions to defined contribution schemes
60,000
40,000
284,686
79,960
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2024
7
Director's remuneration
(Continued)
- 28 -
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2024
2023
16 Months
12 Months
£
£
Remuneration for qualifying services
224,686
N/A
Company pension contributions to defined contribution schemes
60,000
N/A
As total directors' remuneration was less than £200,000 in the prior period, no disclosure is provided for that period.
8
Interest receivable and similar income
2024
2023
16 Months
12 Months
£
£
Interest income
Interest on bank deposits
267
9
Interest payable and similar expenses
2024
2023
16 Months
12 Months
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
517,814
221,434
Other finance costs:
Interest on finance leases and hire purchase contracts
53,438
45,132
Other interest
136
-
Total finance costs
571,388
266,566
10
Amounts written off investments
2024
2023
16 Months
12 Months
£
£
Changes in the fair value of investment properties
(110,000)
-
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2024
- 29 -
11
Taxation
2024
2023
16 Months
12 Months
£
£
Current tax
UK corporation tax on profits for the current period
(142,780)
(175,300)
Adjustments in respect of prior periods
(107,280)
4,013
Total UK current tax
(250,060)
(171,287)
Foreign current tax on profits for the current period
62,486
114,209
Total current tax
(187,574)
(57,078)
Deferred tax
Origination and reversal of timing differences
(88,104)
148,597
Total tax (credit)/charge
(275,678)
91,519
The actual (credit)/charge for the period can be reconciled to the expected (credit)/charge for the period based on the profit or loss and the standard rate of tax as follows:
2024
2023
16 Months
12 Months
£
£
(Loss)/profit before taxation
(1,237,302)
36,889
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 19.00%)
(309,326)
7,009
Tax effect of expenses that are not deductible in determining taxable profit
21,508
(4,293)
Adjustments in respect of prior years
(107,280)
4,013
Permanent capital allowances in excess of depreciation
(131,581)
-
Depreciation on assets not qualifying for tax allowances
19,563
14,868
Research and development tax credit
(142,780)
(175,300)
Other non-reversing timing differences
(53,526)
131,013
Tax losses surrendered
365,258
Tax arising from overseas tax suffered/expensed
62,486
114,209
Taxation (credit)/charge
(275,678)
91,519
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2024
- 30 -
12
Tangible fixed assets
Group
Freehold land and buildings
Leasehold land and buildings
Plant and equipment
Fixtures and fittings
Computers
Motor vehicles
Other tangible assets
Total
£
£
£
£
£
£
£
£
Cost
At 1 May 2023
5,786,909
1,773,850
5,472,255
946,074
1,029
418,051
255,642
14,653,810
Additions
275,885
30,017
189,815
495,717
Disposals
(93,150)
(12,365)
(85,000)
(190,515)
Transfers
(321,536)
303,466
13,074
6,306
(40,565)
(39,255)
At 31 August 2024
5,465,373
1,773,850
5,958,456
989,165
1,029
411,992
319,892
14,919,757
Depreciation and impairment
At 1 May 2023
450,043
389,120
3,785,638
718,275
1,029
210,771
5,554,876
Depreciation charged in the period
209,609
60,954
593,274
101,233
59,531
1,024,601
Eliminated in respect of disposals
(50,042)
(8,124)
(58,166)
Transfers
27,236
70,524
(413)
4,096
101,443
At 31 August 2024
686,888
450,074
4,399,394
819,095
1,029
266,274
6,622,754
Carrying amount
At 31 August 2024
4,778,485
1,323,776
1,559,062
170,070
145,718
319,892
8,297,003
At 30 April 2023
5,336,866
1,384,730
1,686,617
227,799
207,280
255,642
9,098,934
The company had no tangible fixed assets at 31 August 2024 or 30 April 2023.
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2024
12
Tangible fixed assets
(Continued)
- 31 -
Included within the gross book value of freehold land and buildings are £5,371,277 (2023 - £5,371,277) of depreciable assets. Included within the gross book value of leasehold property are £1,523,850 (2023 - £1,523,850) of depreciable assets. Included within the net book value of tangible fixed assets is £635,658 (2023 - £975,986) in respect of assets held under finance leases and similar hire purchase contracts. Depreciation for the year on these assets was £299,203 (2023 - £304,064). These assets are held as security over the balances to which they relate.
13
Investment property
Group
Company
2024
2024
£
£
Fair value
At 1 May 2023
3,075,000
-
Net gains or losses through fair value adjustments
(110,000)
-
At 31 August 2024
2,965,000
-
On 16 September 2024, a professional valuation was carried out on 2 investment properties by Harwoods Chartered Surveyors, the combined valuation of these properties were £710,000.
The remaining 7 properties were valued by the director at £2,255,000 at 3 February 2025.
The director is of the opinion that the difference between the value of properties at the 31 August 2024 is immaterially different to the valuations carried out on the 16 September 2024 by the professional valuer and 3 February 2025 by the director.
The historical cost of the investment properties are £2,018,398 (2023 - £2,018,398).
14
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
15
1,976
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2024
14
Fixed asset investments
(Continued)
- 32 -
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 May 2023
-
Additions
1,976
At 31 August 2024
1,976
Carrying amount
At 31 August 2024
1,976
At 30 April 2023
-
15
Subsidiaries
Details of the company's subsidiaries at 31 August 2024 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Encocam Limited
Imet Emery Crescent, Enterprise Campus, Alconbury Weald, Huntingdon,Cambridgeshire, United Kingdom,
Ordinary
100.00
-
Cellbond Kabushiki Kaisha
Pointline Yutenji 405, 2-13-4 Yutenji, Minato-ku, Tokyo, 153-0052, Japan.
Ordinary
0
100.00
Cellbond Incorporated
201 West Big Beaver Road, Suite 1200, Troy, MI 48084, United States of America.
Ordinary
0
100.00
Cellbond Korea
B1-1, 69, West Icehouse-ro, Yongsan-gu, Seoul Special City, Republic of Korea.
Ordinary
0
100.00
Cellbond B.V.
Herenstraat 9, 26814 BC Monster, The Netherlands.
Ordinary
0
100.00
Cellbond GmbH
Opelstr. 8a, St. Leon-Rot, 68789, Germany.
Ordinary
0
100.00
Encocam Property Limited
Imet Emery Crescent, Enterprise Campus, Alconbury Weald, Huntingdon, England, PE28 4YE
Ordinary
100.00
-
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2024
15
Subsidiaries
(Continued)
- 33 -
Subsidiary undertakings
Encocam Limited
The principal activity of Encocam Limited is the manufacturer of bonded structures.
Cellbond Kabushiki Kaisha
The principal activity of Cellbond Kabushiki Kaisha is sale of bonded structures.
Cellbond Incorporated
The principal activity of Cellbond Incorporated is sale of bonded structures.
Cellbond Korea
The principal activity of Cellbond Korea is sale of bonded structures.
Cellbond B.V.
The principal activity of Cellbond B.V. is dormant.
Cellbond GmbH
The principal activity of Cellbond GmbH is sale of bonded structures.
Encocam Property Limited
The principal activity of Encocam Property Limited is dormant.
16
Stocks
Group
Company
2024
2023
2024
2023
£
£
£
£
Raw materials and consumables
1,876,253
2,285,863
-
-
Work in progress
1,553,647
2,463,391
-
-
Finished goods and goods for resale
3,526,611
5,053,619
6,956,511
9,802,873
-
-
Impairment of stocks
The amount of impairment loss included in profit or loss is £2,453,021 (2023 - £2,459,161).
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2024
- 34 -
17
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
2,668,511
3,325,424
Corporation tax recoverable
102,364
99,498
Amounts owed by group undertakings
-
-
5
-
Other debtors
605,543
1,661,210
Prepayments and accrued income
470,471
740,176
3,846,889
5,826,308
5
-
18
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans and overdrafts
20
5,037,519
1,523,416
Obligations under finance leases
21
216,340
285,797
Trade creditors
1,462,128
2,723,194
Amounts owed to group undertakings
1
Corporation tax payable
1,017,063
Other taxation and social security
160,207
168,004
-
-
Deferred income
1,940
3,167
Other creditors
59,605
51,698
Accruals and deferred income
102,047
344,362
7,039,786
6,116,701
1
19
Creditors: amounts falling due after more than one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans and overdrafts
20
3,654,021
Obligations under finance leases
21
296,225
592,498
296,225
4,246,519
-
-
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2024
- 35 -
20
Loans and overdrafts
Group
Company
2024
2023
2024
2023
£
£
£
£
Bank loans
5,037,519
4,402,344
Bank overdrafts
775,093
5,037,519
5,177,437
-
-
Payable within one year
5,037,519
1,523,416
Payable after one year
3,654,021
As at the period ended 31 August 2024, there was a breach of loan covenants in relation to the ratio of EBITDA to Debt Service. The carrying value of loans in breach of this covenant as at 31 August 2024 is £5,037,519. As a result of this breach the entire loan has been recognised as due under 1 year. The covenant breach was remedied after the year end as the company received covenant waivers.
Security is held over both current and non-current loans and borrowings. The bank borrowings and overdrafts are secured by a debenture and a legal charge over all leasehold, freehold, investment property and all assets of the Group. There is also a currency letter off set against other accounts held. The finance lease obligations are secured against the assets to which they relate. The value of the security in each case is equal to the total outstanding as shown above.
21
Finance lease obligations
Group
Company
2024
2023
2024
2023
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
216,340
285,797
In two to five years
296,225
592,498
512,565
878,295
-
-
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2024
- 36 -
22
Provisions for liabilities
Group
Company
2024
2023
2024
2023
£
£
£
£
Provisions
-
63,961
-
-
Movements on provisions:
Total
Group
£
At 1 May 2023
63,961
Utilisation of provision
(63,961)
At 31 August 2024
-
23
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
Liabilities
Liabilities
2024
2023
Group
£
£
Accelerated capital allowances
336,571
424,675
Investment property
264,151
264,151
600,722
688,826
The company has no deferred tax assets or liabilities.
Group
Company
2024
2024
Movements in the period:
£
£
Liability at 1 May 2023
688,826
-
Credit to profit or loss
(88,104)
-
Liability at 31 August 2024
600,722
-
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2024
23
Deferred taxation
(Continued)
- 37 -
24
Retirement benefit schemes
2024
2023
16 Months
12 Months
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
411,891
325,272
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.
25
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of £1 each
95
1
95
1
26
Reserves
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2024
26
Reserves
(Continued)
- 38 -
Group
The changes to each component of equity resulting from items of other comprehensive income for the prior year were as follows:
Share capital
Represents the nominal value of shares that have been issued.
Merger reserve
The merger reserve arises from business combinations where merger accounting has been applied. It arises from the excess of the net assets acquired over the investments in subsidiaries.
Profit and loss account
Includes all current and prior period retained profits and losses, inclusive of cumulative unrealised gains and losses for assets shown at fair value at the balance sheet date.
Company
The changes to each component of equity resulting from items of other comprehensive income for the prior year were as follows:
Share capital
Represents the nominal value of shares that have been issued.
Profit and loss account
Includes all current and prior period retained profits and losses, inclusive of cumulative unrealised gains and losses for assets shown at fair value at the balance sheet date.
27
Operating lease commitments
Lessee
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
Group
Company
2024
2023
2024
2023
£
£
£
£
Within one year
20,565
59,785
-
-
Between two and five years
-
47,625
-
-
20,565
107,410
-
-
28
Events after the reporting date
On 11 October 2024 Encocam Holdings Limited received a dividend of £305,000 from Encocam Limited. This enabled Encocam Holdings Limited to enact a share buy-back of £300,000 for 4 B shares.
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2024
- 39 -
29
Directors' transactions
During the year a director received advances totalling £126,153 (2023 - £215,411) and made repayments totalling £Nil (2023 - £Nil). The loan is interest free. The balance outstanding at the year end is £446,264 (2023 - £320,111)
30
Controlling party
The ultimate controlling party is M M Ashmead, a director, by virtue of his 60% interest in the issued share capital.
31
Cash generated from group operations
2024
2023
£
£
Loss for the period after tax
(961,624)
(54,630)
Adjustments for:
Taxation (credited)/charged
(275,678)
91,519
Finance costs
571,388
266,566
Investment income
(267)
Bad and doubtful debts
324,362
Loss/(gain) on disposal of tangible fixed assets
90,150
(913)
Depreciation and impairment of tangible fixed assets
1,024,601
780,251
Other gains and losses including currency translation differences
(189,816)
(83,305)
(Decrease)/increase in provisions
(63,961)
43,585
Movements in working capital:
Decrease/(increase) in stocks
2,846,362
(195,060)
Decrease/(increase) in debtors
1,982,384
(721,680)
Decrease in creditors
(1,503,270)
(16,341)
(Decrease)/increase in deferred income
(1,227)
1,442
Cash generated from operations
3,519,042
435,796
CONSOLIDATED RECORD FOR ENCOCAM HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2024
- 40 -
32
Analysis of changes in net debt - group
1 May 2023
Cash flows
31 August 2024
£
£
£
Cash at bank and in hand
608,522
922,097
1,530,619
Bank overdrafts
(775,093)
775,093
(166,571)
1,697,190
1,530,619
Borrowings excluding overdrafts
(4,402,344)
(635,175)
(5,037,519)
Obligations under finance leases
(878,295)
365,730
(512,565)
(5,447,210)
1,427,745
(4,019,465)
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