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Registered number: 06482962










WAA (HOLDINGS) LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 SEPTEMBER 2024

 
WAA (HOLDINGS) LIMITED
 
 
COMPANY INFORMATION


Directors
Charles Michael Bartholomew 
Dominic Curnock 
David Alec Davies 
Matthew Gibson 
Joseph Thomas Sapak 
Emily Alexandra Shufflebottom 
William Wesley Shufflebottom 
Ross Andrew McAdam (appointed 20 January 2025)




Registered number
06482962



Registered office
Cross Hands Business Park
Cross Hands

Llanelli

Carmarthenshire

SA14 6RE




Independent auditors
MHA

MHA House

Charter Court

Swansea Enterprise Park

Swansea

SA7 9FS





 
WAA (HOLDINGS) LIMITED
 

CONTENTS



Page
Strategic Report
1
Directors' Report
2 - 3
Independent Auditors' Report
4 - 6
Statement of Comprehensive Income
7
Balance Sheet
8 - 9
Notes to the Financial Statements
10 - 12


 
WAA (HOLDINGS) LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024

Introduction
 
The directors present their strategic report of the company for the year ended 30 September 2024. 

Business review
 
The company's results for the financial year are shown in the Statement of Comprehensive Income.  

Dividends £2,844,830 (2023 - £300,000) were received during the year. 

Financial key performance indicators
 
The company has a net asset position of £3,345,833 as at 30 September 2024 (2023 - £501,003). 


This report was approved by the board on 28 March 2025 and signed on its behalf.



Matthew Gibson
Director

Page 1

 
WAA (HOLDINGS) LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024

The directors present their report and the financial statements for the year ended 30 September 2024.

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Company's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

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

Principal activity

The principal activity of the company was that of a holding company.

Results and dividends

The profit for the year, after taxation, amounted to £2,844,830 (2023 - £300,000).

Directors

The directors who served during the year were:

Charles Michael Bartholomew (appointed 18 April 2024)
Dominic Curnock (appointed 18 April 2024)
David Alec Davies 
Matthew Gibson (appointed 18 April 2024)
Joseph Thomas Sapak (appointed 18 April 2024)
Emily Alexandra Shufflebottom 
William Wesley Shufflebottom 

Future developments

The directors anticipate the business environment will remain competitive and the directors have addressed the risks facing the business, as far as possible in these uncertain times.

Page 2

 
WAA (HOLDINGS) LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024

Matters covered in the Strategic Report

Included in the company's Strategic Report is a review of the business. 

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Post balance sheet events

There have been no significant events affecting the company since the year end.

Auditors

The auditor, MHA, previously traded through the legal entity MacIntyre Hudson LLP. In response to regulatory changes, MacIntyre Hudson LLP ceased to hold an audit registration with the engagement transitioning to MHA Audit Services LLP.
MHA will be proposed for reappointment in accordance with section 485 of the Companies Act 2006. 

This report was approved by the board on 28 March 2025 and signed on its behalf.
 





Matthew Gibson
Director

Page 3

 
WAA (HOLDINGS) LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WAA (HOLDINGS) LIMITED
 

Opinion


We have audited the financial statements of WAA (Holdings) Limited (the 'Company') for the year ended 30 September 2024, which comprise the Statement of Comprehensive Income, the Balance Sheet and the related notes, including a summary of significant accounting policiesThe 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 30 September 2024 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


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


Conclusions relating to going concern


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


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


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


Page 4

 
WAA (HOLDINGS) LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WAA (HOLDINGS) LIMITED (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual ReportOur 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.


Opinion on other matters prescribed by the Companies Act 2006
 

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


the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic Report and the Directors' 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 Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.


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


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.


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 2, 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.


Page 5

 
WAA (HOLDINGS) LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WAA (HOLDINGS) LIMITED (CONTINUED)


Auditors' responsibilities for the audit of the financial statements
 

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' 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. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
- Enquiry of entity management to identify any instances of non-compliance with laws and regulations.
- Reviewing of financial statements disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.
- Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias.
 


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' 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 2006Our 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 Auditors' 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.





Brian Garland BA ACA (Senior Statutory Auditor)
  
for and on behalf of
MHA
 
Statutory Auditor
Swansea, United Kingdom

MHA is the trading name of MHA Audit Services LLP, a limited liability partnership in England and Wales (registered number OC455542).                                                                                                                                                                                                        
Date: 
17 April 2025
Page 6

 
WAA (HOLDINGS) LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2024
2023
Note
£
£

  

Income from investments
  
2,844,830
300,000

Profit before tax
  
2,844,830
300,000

Profit for the financial year
  
2,844,830
300,000

Other comprehensive income for the year
  

Total comprehensive income for the year
  
2,844,830
300,000

The notes on pages 10 to 12 form part of these financial statements.

Page 7

 
WAA (HOLDINGS) LIMITED
REGISTERED NUMBER: 06482962

BALANCE SHEET
AS AT 30 SEPTEMBER 2024

2024
2023
Note
£
£

Fixed assets
  

Investments
 5 
3,345,833
3,345,833

  
3,345,833
3,345,833

  

Creditors: amounts falling due within one year
 6 
-
(2,844,830)

Net current assets/(liabilities)
  
 
 
-
 
 
(2,844,830)

Total assets less current liabilities
  
3,345,833
501,003

  

Net assets
  
3,345,833
501,003


Capital and reserves
  

Called up share capital 
 7 
3
3

Profit and loss account
 8 
3,345,830
501,000

  
3,345,833
501,003


Page 8

 
WAA (HOLDINGS) LIMITED
REGISTERED NUMBER: 06482962
    
BALANCE SHEET (CONTINUED)
AS AT 30 SEPTEMBER 2024

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 28 March 2025.




Matthew Gibson
Director

The notes on pages 10 to 12 form part of these financial statements.

Page 9

 
WAA (HOLDINGS) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

1.


General information

WAA (Holdings) Limited is a private company, limited by shares, registered in England and Wales. The company's registered number is 06482962 and registered office address Cross Hands Business Park, Cross Hands, Llanelli, Carmarthenshire, SA14 6RE.
The presentation currency of the financial statements is the Pound Sterling (£).
Monetary amounts in these financial statements are rounded to the nearest £.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

 
2.2

Exemption from preparing consolidated financial statements

The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.

 
2.3

Going concern

In preparing the financial statements, the directors have considered the current financial position of
the company and its likely future cashflows.

At the date of signing the financial statements, after making appropriate enquiries and examining those areas which would give rise to financial exposure, the directors are satisfied that the company will have adequate resources to continue its operations for the foreseeable future.

Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

  
2.4

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" ; 

the requirements of Section 7 Statement of Cash Flows. 

 
2.5

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Page 10

 
WAA (HOLDINGS) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2.Accounting policies (continued)

 
2.6

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

 
2.7

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

In the application of the company's accounting policies, the directors are required to make judgments, estimates and assumptions about the carrying amounts 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 which 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 if the revision only effects that period or in the period of the revision and future periods if the revision affects both current and future periods.


4.


Employees




The Company has no employees other than the directors, who did not receive any remuneration (2023 - £NIL).


5.


Fixed asset investments





Investments in subsidiaries

£



Cost or valuation


At 1 October 2023
3,345,833



At 30 September 2024
3,345,833




Page 11

 
WAA (HOLDINGS) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

6.


Creditors: Amounts falling due within one year

2024
2023
£
£

Amounts owed to group undertakings
-
2,844,830

-
2,844,830



7.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



3 (2023 - 3) Ordinary shares of £1.00 each
3
3



8.


Reserves

2024
        £
At 1 October 2023

501,000

Profit for the year

2,844,830

Dividends

-

At 30 September 2024

3,345,830



9.


Controlling party

The controlling party is ESG Bidco 2 Ltd.
The financial statements contain information about WAA (Holdings) Limited as an individual company and do not contain consolidated financial information as the parent of a group. 

The company is exempt under Section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertakings are included by full consolidation in the consolidated financial statements of Embrace Steel Group Ltd, whose registered office is Cawley House, 149 - 155 Canal Street, Nottingham, Nottinghamshire, NG1 7HR.  

Embrace Steel Group Ltd is the parent company of ESG Bidco 2 Ltd, whose registered office is Cawley House, 149 - 155 Canal Street, Nottingham, Nottinghamshire, NG1 7HR. 

 
Page 12