Company Registration No. 10754591 (England and Wales)
PRO ENVIRONMENTAL LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
PAGES FOR FILING WITH REGISTRAR
PRO ENVIRONMENTAL LTD
CONTENTS
Page
Independent auditor's report
1 - 4
Profit and loss account
5
Balance sheet
6
Statement of changes in equity
7
Notes to the financial statements
8 - 13
PRO ENVIRONMENTAL LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF PRO ENVIRONMENTAL LTD
- 1 -
Opinion
We have audited the financial statements of Pro Environmental Ltd (the 'company') for the year ended 31 December 2024 which comprise the profit and loss account, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Material uncertainty related to going concern
In forming our opinion, we have considered the adequacy of the disclosures made in note 1.2 of the financial statements concerning the uncertainty as to the companies' ability to operate within its current facilities. In view of the significance of this uncertainty we consider that they should be drawn to your attention but our opinion is not qualified in this respect.
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the directors' report has been prepared in accordance with applicable legal requirements.
PRO ENVIRONMENTAL LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF PRO ENVIRONMENTAL LTD (CONTINUED)
- 2 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the directors' report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit; or
the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption in preparing the directors' report and from the requirement to prepare a strategic report.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
PRO ENVIRONMENTAL LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF PRO ENVIRONMENTAL LTD (CONTINUED)
- 3 -
The extent to which the audit was considered capable of detecting irregularities including fraud
Our approach to identifying and assessing the risk of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:
The engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
We identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the manufacturing and supply sector;
We focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation and data protection, anti-bribery, employment, environmental and health and safety legislation;
We assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and
Identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.
We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
Making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud;
Considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations; and
Understanding the design of the company’s remuneration policies.
To address the risk of fraud through management bias and override of controls, we:
Performed analytical procedures to identify any unusual or unexpected relationships;
Tested journal entries to identify unusual transactions;
Assessed whether judgements and assumptions made in determining the accounting estimates set out in note 2 were indicative of potential bias; and
Investigated the rationale behind significant or unusual transactions.
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
Agreeing financial statement disclosures to underlying supporting documentation;
Enquiring of management as to actual and potential litigation and claims; and
Reviewing correspondence with HMRC, relevant regulators and the company’s legal advisors.
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
PRO ENVIRONMENTAL LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF PRO ENVIRONMENTAL LTD (CONTINUED)
- 4 -
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.
Alistair Allcock (Senior Statutory Auditor)
For and on behalf of Rogers Spencer, Statutory Auditor
Chartered Accountants
Newstead House
Pelham Road
Nottingham
NG5 1AP
20 May 2025
PRO ENVIRONMENTAL LTD
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 5 -
2024
2023
as restated
Notes
£
£
Turnover
13,527,392
10,025,897
Cost of sales
(9,808,391)
(7,131,704)
Gross profit
3,719,001
2,894,193
Administrative expenses
(3,319,372)
(4,186,383)
Operating profit/(loss)
399,629
(1,292,190)
Interest payable and similar expenses
(582,843)
(247,504)
Loss before taxation
(183,214)
(1,539,694)
Tax on loss
47,074
575,901
Loss for the financial year
(136,140)
(963,793)
The profit and loss account has been prepared on the basis that all operations are continuing operations.
PRO ENVIRONMENTAL LTD
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 6 -
2024
2023
as restated
Notes
£
£
£
£
Fixed assets
Tangible assets
4
5,731,781
6,006,349
Current assets
Stocks
71,454
178,324
Debtors
5
733,898
1,754,140
Cash at bank and in hand
176,776
289,546
982,128
2,222,010
Creditors: amounts falling due within one year
6
(2,382,227)
(2,895,925)
Net current liabilities
(1,400,099)
(673,915)
Total assets less current liabilities
4,331,682
5,332,434
Creditors: amounts falling due after more than one year
7
(5,104,707)
(5,927,414)
Provisions for liabilities
520,892
478,952
Net liabilities
(252,133)
(116,028)
Capital and reserves
Called up share capital
200,035
200,000
Profit and loss reserves
(452,168)
(316,028)
Total equity
(252,133)
(116,028)
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 20 May 2025 and are signed on its behalf by:
Mr R Burley
Director
Company registration number 10754591 (England and Wales)
PRO ENVIRONMENTAL LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 7 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
As restated for the period ended 31 December 2023:
Balance at 1 January 2023
200,000
647,765
847,765
Year ended 31 December 2023:
Loss and total comprehensive income
-
(963,793)
(963,793)
Balance at 31 December 2023
200,000
(316,028)
(116,028)
Year ended 31 December 2024:
Loss and total comprehensive income
-
(136,140)
(136,140)
Issue of share capital
35
-
35
Balance at 31 December 2024
200,035
(452,168)
(252,133)
PRO ENVIRONMENTAL LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 8 -
1
Accounting policies
Company information
Pro Environmental Ltd is a private company limited by shares incorporated in England and Wales. The registered office is Hollinwood Lane, Calverton, Nottingham, NG14 6NR.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
1.2
Going concern
These financial statements have been prepared on the going concern basis on the grounds that the directors have prepared budgets which show profits being made that allow for the company to pay its liabilities. In addition, Proflex Packaging Co Ltd, the parent undertaking has notified the directors of the company of its continued support.
1.3
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.
1.4
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Leasehold land and buildings
over 10 years on straight line basis
Plant and equipment
50%, 25% & 10% straight line
Fixtures and fittings
25% straight line
Motor vehicles
25% straight line
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.
PRO ENVIRONMENTAL LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 9 -
1.5
Impairment of fixed assets
At each reporting period end date, the company 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.
1.6
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.
1.7
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.8
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 company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has 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.
PRO ENVIRONMENTAL LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 10 -
1.9
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.
1.10
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.11
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.
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Total
48
33
PRO ENVIRONMENTAL LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 11 -
4
Tangible fixed assets
Leasehold land and buildings
Plant and equipment
Fixtures and fittings
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 January 2024
148,721
6,508,956
63,997
93,400
6,815,074
Additions
4,835
426,614
72,500
503,949
Disposals
(58,667)
(58,667)
At 31 December 2024
153,556
6,876,903
136,497
93,400
7,260,356
Depreciation and impairment
At 1 January 2024
18,001
692,142
26,572
72,010
808,725
Depreciation charged in the year
14,960
676,588
18,451
11,160
721,159
Eliminated in respect of disposals
(1,309)
(1,309)
At 31 December 2024
32,961
1,367,421
45,023
83,170
1,528,575
Carrying amount
At 31 December 2024
120,595
5,509,482
91,474
10,230
5,731,781
At 31 December 2023
130,720
5,816,814
37,425
21,390
6,006,349
5
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
467,105
1,286,595
Other debtors
266,793
467,545
733,898
1,754,140
6
Creditors: amounts falling due within one year
2024
2023
£
£
Bank loans
566,175
Trade creditors
1,263,607
1,776,832
Taxation and social security
301,833
475,644
Other creditors
250,612
643,449
2,382,227
2,895,925
Bank loans & interest on the accounts are repayable to Pro-E Global Pte. LTD. This company has the same shareholders as Pro Environmental Limited.
PRO ENVIRONMENTAL LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 12 -
7
Creditors: amounts falling due after more than one year
2024
2023
£
£
Bank loans and overdrafts
4,824,107
5,730,014
Other creditors
280,600
197,400
5,104,707
5,927,414
Bank loans & interest on the accounts are repayable to Pro-E Global Pte. LTD. This company has the same shareholders as Pro Environmental Limited.
8
Operating lease commitments
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:
2024
2023
£
£
14,024,400
14,627,600
9
Related party transactions
Transactions with related parties
During the year the company entered into the following transactions with related parties:
Name of related party
Nature of relationship
Pro-E Global PTE Ltd
Description of
Income
Payments
transaction
2024
2023
2024
2023
£
£
£
£
Pro-E Global PTE Ltd
Consultancy fees
149,568
147,895
Balances with related parties
Pro Flex Packaging Company Limited is the parent company of Pro Environmental Ltd.
Pro-E Global PTE Ltd is a related company of Pro Environmental Ltd. Information about related party transactions and outstanding balances is outlined below:
Amounts owed by
Amounts owed to
related parties
related parties
2024
2023
2024
2023
£
£
£
£
Pro-E Global PTE Ltd
5,390,309
PRO ENVIRONMENTAL LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 13 -
10
Contingent liability
During 2022, an accident happened at the Kent plant whereby an employee was injured. There is an ongoing HSE investigation taking place. No costs have been accrued for in the accounts as the investigation is not yet complete and is expected to be fully covered by the Insurers.
11
Prior period adjustment
The prior period adjustment of £432,307 arose from an accounting error relating to the deferred tax and rent free accrual.
Reconciliation of changes in equity
1 January
31 December
2023
2023
£
£
Adjustments to prior year
Rent Free Accrual adjustment
-
(197,400)
Deferred Tax adjustment
-
(234,907)
Total adjustments
-
(432,307)
Equity as previously reported
-
316,279
Equity as adjusted
-
(116,028)
Analysis of the effect upon equity
Profit and loss reserves
-
(432,307)
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