Caseware UK (AP4) 2024.0.164 2024.0.164 2024-09-302024-09-302024-09-30falsefalsefalse2023-10-01falseProvision of commercial cleaning services for offices, retail, leisure, medical and industrial and the provision of waste recycling services13121451 SC163138 2023-10-01 2024-09-30 SC163138 2022-10-01 2023-09-30 SC163138 2024-09-30 SC163138 2023-09-30 SC163138 2022-10-01 SC163138 1 2023-10-01 2024-09-30 SC163138 d:CompanySecretary1 2023-10-01 2024-09-30 SC163138 d:Director1 2023-10-01 2024-09-30 SC163138 d:Director2 2023-10-01 2024-09-30 SC163138 d:Director3 2023-10-01 2024-09-30 SC163138 d:Director4 2023-10-01 2024-09-30 SC163138 d:Director5 2023-10-01 2024-09-30 SC163138 d:RegisteredOffice 2023-10-01 2024-09-30 SC163138 c:Buildings c:ShortLeaseholdAssets 2023-10-01 2024-09-30 SC163138 c:Buildings c:ShortLeaseholdAssets 2024-09-30 SC163138 c:Buildings c:ShortLeaseholdAssets 2023-09-30 SC163138 c:PlantMachinery 2023-10-01 2024-09-30 SC163138 c:MotorVehicles 2023-10-01 2024-09-30 SC163138 c:MotorVehicles 2024-09-30 SC163138 c:MotorVehicles 2023-09-30 SC163138 c:MotorVehicles c:OwnedOrFreeholdAssets 2023-10-01 2024-09-30 SC163138 c:OfficeEquipment 2023-10-01 2024-09-30 SC163138 c:OfficeEquipment 2024-09-30 SC163138 c:OfficeEquipment 2023-09-30 SC163138 c:OfficeEquipment c:OwnedOrFreeholdAssets 2023-10-01 2024-09-30 SC163138 c:OtherPropertyPlantEquipment 2023-10-01 2024-09-30 SC163138 c:OtherPropertyPlantEquipment 2024-09-30 SC163138 c:OtherPropertyPlantEquipment 2023-09-30 SC163138 c:OtherPropertyPlantEquipment c:OwnedOrFreeholdAssets 2023-10-01 2024-09-30 SC163138 c:OwnedOrFreeholdAssets 2023-10-01 2024-09-30 SC163138 c:Goodwill 2023-10-01 2024-09-30 SC163138 c:Goodwill 2024-09-30 SC163138 c:Goodwill 2023-09-30 SC163138 c:ComputerSoftware 2023-10-01 2024-09-30 SC163138 c:ComputerSoftware 2024-09-30 SC163138 c:ComputerSoftware 2023-09-30 SC163138 c:CurrentFinancialInstruments 2024-09-30 SC163138 c:CurrentFinancialInstruments 2023-09-30 SC163138 c:CurrentFinancialInstruments 1 2024-09-30 SC163138 c:CurrentFinancialInstruments 1 2023-09-30 SC163138 c:Non-currentFinancialInstruments 2024-09-30 SC163138 c:Non-currentFinancialInstruments 2023-09-30 SC163138 c:CurrentFinancialInstruments c:WithinOneYear 2024-09-30 SC163138 c:CurrentFinancialInstruments c:WithinOneYear 2023-09-30 SC163138 c:Non-currentFinancialInstruments c:AfterOneYear 2024-09-30 SC163138 c:Non-currentFinancialInstruments c:AfterOneYear 2023-09-30 SC163138 c:Non-currentFinancialInstruments c:BetweenOneTwoYears 2024-09-30 SC163138 c:Non-currentFinancialInstruments c:BetweenOneTwoYears 2023-09-30 SC163138 c:ShareCapital 2023-10-01 2024-09-30 SC163138 c:ShareCapital 2024-09-30 SC163138 c:ShareCapital 2022-10-01 2023-09-30 SC163138 c:ShareCapital 2023-09-30 SC163138 c:ShareCapital 2022-10-01 SC163138 c:RetainedEarningsAccumulatedLosses 2023-10-01 2024-09-30 SC163138 c:RetainedEarningsAccumulatedLosses 2024-09-30 SC163138 c:RetainedEarningsAccumulatedLosses 2022-10-01 2023-09-30 SC163138 c:RetainedEarningsAccumulatedLosses 2023-09-30 SC163138 c:RetainedEarningsAccumulatedLosses 2022-10-01 SC163138 c:AcceleratedTaxDepreciationDeferredTax 2024-09-30 SC163138 c:AcceleratedTaxDepreciationDeferredTax 2023-09-30 SC163138 c:TaxLossesCarry-forwardsDeferredTax 2024-09-30 SC163138 c:TaxLossesCarry-forwardsDeferredTax 2023-09-30 SC163138 c:OtherDeferredTax 2024-09-30 SC163138 c:OtherDeferredTax 2023-09-30 SC163138 c:FurtherSpecificTypeProvisionContingentLiability1ComponentTotalProvisionsContingentLiabilities 2024-09-30 SC163138 c:FurtherSpecificTypeProvisionContingentLiability1ComponentTotalProvisionsContingentLiabilities 2023-09-30 SC163138 d:OrdinaryShareClass1 2023-10-01 2024-09-30 SC163138 d:OrdinaryShareClass1 2024-09-30 SC163138 d:OrdinaryShareClass1 2023-09-30 SC163138 d:FRS102 2023-10-01 2024-09-30 SC163138 d:Audited 2023-10-01 2024-09-30 SC163138 d:FullAccounts 2023-10-01 2024-09-30 SC163138 d:PrivateLimitedCompanyLtd 2023-10-01 2024-09-30 SC163138 c:Subsidiary1 2023-10-01 2024-09-30 SC163138 c:Subsidiary1 1 2023-10-01 2024-09-30 SC163138 c:Subsidiary2 2023-10-01 2024-09-30 SC163138 c:Subsidiary2 1 2023-10-01 2024-09-30 SC163138 c:WithinOneYear 2024-09-30 SC163138 c:WithinOneYear 2023-09-30 SC163138 c:BetweenOneFiveYears 2024-09-30 SC163138 c:BetweenOneFiveYears 2023-09-30 SC163138 d:Consolidated 2024-09-30 SC163138 d:ConsolidatedGroupCompanyAccounts 2023-10-01 2024-09-30 SC163138 2 2023-10-01 2024-09-30 SC163138 6 2023-10-01 2024-09-30 SC163138 c:Goodwill c:OwnedIntangibleAssets 2023-10-01 2024-09-30 SC163138 c:ComputerSoftware c:OwnedIntangibleAssets 2023-10-01 2024-09-30 SC163138 c:SpecificBusinessCombination1 2023-10-01 2024-09-30 SC163138 c:SpecificBusinessCombination1 2024-09-30 SC163138 c:SpecificBusinessCombination1 3 2024-09-30 SC163138 c:SpecificBusinessCombination1 5 2024-09-30 SC163138 c:SpecificBusinessCombination1 c:CurrentFinancialInstruments 2024-09-30 SC163138 f:PoundSterling 2023-10-01 2024-09-30 xbrli:shares iso4217:GBP xbrli:pure

Registered number: SC163138









SPOTLESS COMMERCIAL CLEANING LIMITED









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 SEPTEMBER 2024

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
COMPANY INFORMATION


Directors
Nicola Barbour 
Alister Gregson 
Carron Henley 
Laurie Scott 
Roger Green 




Company secretary
Joanna Mary Green



Registered number
SC163138



Registered office
Stuart House Eskmills
Station Road

Musselburgh

East Lothian

EH21 7PB




Independent auditors
Armstrong Watson Audit Limited
Chartered Accountants and Statutory Auditors

24 Blythswood Square

Glasgow

G2 4BG





 
SPOTLESS COMMERCIAL CLEANING LIMITED
 

CONTENTS



Page
Group Strategic Report
1 - 3
Directors' Report
4 - 6
Independent Auditors' Report
7 - 10
Consolidated Statement of Comprehensive Income
11
Consolidated Balance Sheet
12 - 13
Company Balance Sheet
14 - 15
Consolidated Statement of Changes in Equity
16
Company Statement of Changes in Equity
17
Consolidated Statement of Cash Flows
18 - 19
Consolidated Analysis of Net Debt
20
Notes to the Financial Statements
21 - 48


 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024

Business review
 
The year ended 30 September 2024 saw the Group return to profit and continue to grow revenue in a competitive and at times challenging trading environment.
The Group’s core customer base continues to evolve with regards their cleaning and waste disposal requirements. This is a long term knock on effect of the COVID-19 outbreak and the working environment requirements of said customer base.
This year’s financial results include the addition of Ashdown Cleaning Ltd as part of the Group following the acquisition of 100% of the Company’s share capital by Spotless Commercial Cleaning Ltd on 1st December 2023.
Also included in the results is the non-trading position throughout the year of Clearsprings Support Services Ltd a company of which 100% of the share capital was owned by Spotless Commercial Cleaning Ltd. This follows the transfer of the trade to the parent company with the Company subsequently being dissolved on 15 October 2024.
Spotless Commercial Cleaning Ltd
The principal activity of Spotless Commercial Cleaning Ltd continued to be the provision of cleaning and associated services for commercial customers in the United Kingdom.
The company’s turnover increased from £18m in 2023 to £19.1m in 2024. The Company achieved this strong increase in turnover due to a mixture of organic growth and the transfer of customer contracts within the Group.
Following a difficult year in 2023 when, due primarily to economic conditions felt throughout the whole of the United Kingdom, the company posted a loss of £140k, the company has returned to profit in the 2024 year of £500k. This has been achieved due to an increase of revenue and costs remaining at a more manageable level.
Brightwaste Ltd
The principal activity of Brightwaste Ltd continued to be the provision of waste collection services for customers in the United Kingdom.
The company has shown reduced profits of £16k for the 2024 year down from £44k in the 2023 year. The reduction in profits reflects a repositioning of the administration structure of the company and the increase in costs related to this.
Although the company remained profitable, in a post year end review of ongoing strategy it was determined that the Group did not have the resources available in order to enable the company to grow and it was determined that the best outcome was for the Group to sell its shareholding of the company. On 31st March 2025 the Group sold all of its 100% shareholding within the Company.
Clearsprings Support Services Ltd
The Company was dormant and did not trade throughout the year following the transfer of all previous trade to Spotless Commercial Cleaning on 1st February 2023.
The Company was subsequently dissolved on 15th October 2024.


 
Page 1

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024


Ashdown Cleaning Ltd
The principal activity of Ashdown Cleaning Ltd continued to be the provision of cleaning and associated services for commercial customers in the United Kingdom.
The Group acquired 100% of the share capital of the Company on 1st December 2023. The trade of the Company transferred to Spotless Commercial Cleaning Ltd on 1st July 2024. Upon completion of 2024 year end accounts the Group will begin the process of having the company dissolved. Although the Company has posted a loss for the year this is due in the main to costs involved with the cessation of the Company’s trade and overall the transfer of trade has contributed to the profit of the Group. 
Brightwater Services Limited
The Group’s interest in an associated business, Brightwater Services Limited, remained at 36.64% in line with the 2023 year end position. On 6th February 2025 the Group sold it’s 36.64% shareholding in the associated business in its entirety. The value of this investment has been revalued on 30 September 2024 to reflect the consideration received at date of sale.
Future Developments
The Group has continued to invest in its sales and marketing teams with the view to these being key drivers in achieving its short and long term growth ambitions with these showing positive returns in the post year end management accounts.
As noted below the Group has made further acquisitions post year end as part of its growth strategy. The Group is of a strong financial footing which allows us to consider any future acquisition if and when these are identified. Going forward acquisition by growth is a key element of the Group meeting its ambitions and if it is thought that an acquisition target would assist the Group in achieving these ambitions the Group is in a position to act upon this accordingly.  
Post Balance Sheet Events
On 16th October 2024 the Group acquired 100% of the shareholding of Fluid Options UK Ltd.

Principal risks and uncertainties
 
Health and Safety Risk
Given the nature of the work undertaken by the company, it is essential that the Group manages its health and safety risks for all internal and external stakeholders. The Group has policies and procedures for its employees and provides training to all cleaning operatives to meet health and safety standards.
Financial Risk
Due to the ongoing position of the United Kingdom economy including changes to tax and national insurance regulations and the inherent risks that these have on the Group this could result in lower profitability. In this regard the following areas are what the Group considers to be its key areas of exposure:
• Price, particularly labour costs
• Credit, potential for customer non payment
• Liquidity
• Cashflow
These risks are mitigated by strong financial controls and policies including regular review of cashflow and profitability by senior management. This leads senior management to believe the group will continue to be
Page 2

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024

profitable and any such impacts on cost would be sufficiently mitigated.
Credit Risk
There are credit risks for the Group. Customers will potentially suffer financially from the position of the United Kingdom economy and changing regulations and subsequently may struggle to pay for our services in line with terms. We are hopeful that this will not materialise, and our services are continued through our good relationship and reputation with our customers and their continued need for our services in the future. We also feel we have strong financial controls in place to allow us to identify any customers who maybe facing financial difficulties as early as possible in order that solutions can be put in place to allow us to collect customer debt in the quickest and most efficient way possible.
Recruitment Risk
Due to the number of staff employed by the Group and the requirement for additional staff based on revenue growth there is continued risk that we may experience difficulty recruiting staff. This has been an ongoing risk since the United Kingdom’s exit from the European Union. If this continues this will effect the Group’s ability to grow to its full potential.

Financial key performance indicators

2024
2023
        £
        £
Turnover

20,288,931

18,527,529
 
Gross profit

3,980,239

3,472,790
 
Operating profit

763,620

263,775
 
Profit before tax

585,640

146,161
 


2024
2023
        £
        £
Gross profit %

19.6%

18.8%
 
Direct wages to turnover ratio %

69.4%

72.3%
 


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



................................................
Roger Green
Director

Date: 24 June 2025

Page 3

 
SPOTLESS COMMERCIAL CLEANING 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 Group Strategic Report, the Directors' Report and the consolidated 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 the Group and of the profit or loss of the Group for that period.

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


select suitable accounting policies for the Group'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 Group 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 the Group 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 the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The profit for the year, after taxation, amounted to £365,570 (2023 - loss £31,114).

Dividends were declared and paid during the year totalling £200,000 (2023 - £200,000).

Directors

The directors who served during the year were:

Nicola Barbour 
Alister Gregson 
Carron Henley 
Laurie Scott 
Roger Green 

Page 4

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024

Future developments

The Group has continued to invest in its sales and marketing teams with the view to these being key drivers in achieving its near and long term growth ambitions with these showing positive returns in the post year end management accounts.
The Group is of a strong financial footing which allows us to consider any future acquisition if and when these are identified. Going forward acquisition by growth is a key element of the Group meeting its ambitions and if it is thought that an acquisition target would assist the Group in achieving these ambitions the Group is in a position to act upon this accordingly.

Engagement with employees

The Group has committed to ongoing one to one "job chats" with all its employees to ensure that there is adequate consultation, support and encouragement in place for them. This also assists with the development of any new service delivery ideas they may have or any career aspirations that they may wish to pursue.
Staff input is always encouraged, along with a culture of trust and relationship building. This gives all staff the confidence to speak up with new ideas.
The overall intent is to increase the level of communication within the company, creating a working environment where all our people feel respected and appreciated and more importantly encouraged to develop on both a professional and personal level.
Spotless is of the view that cultural management and effective employee engagement creates a feeling of wellbeing and respect amongst its people, that in turn delivers a sustainable and progressive service for our clients. For this reason, it will remain a key and enduring area of focus.

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 and the Group'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 and the Group's auditors are aware of that information.














Page 5

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024

Post balance sheet events

Following the balance sheet date Spotless Commercial Cleaning Limited sold their full shareholding in their subsidiary Brightwaste Limited and their participating interest in Brightwater Services Limited.

Auditors

The auditorsArmstrong Watson Audit Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

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





................................................
Roger Green
Director

Date: 24 June 2025

Page 6

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SPOTLESS COMMERCIAL CLEANING LIMITED
 

Opinion


We have audited the financial statements of Spotless Commercial Cleaning Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 30 September 2024, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity 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 Group's and of the parent Company's affairs as at 30 September 2024 and of the Group's 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 Group 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 Group's or the parent Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


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


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our 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
Page 7

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SPOTLESS COMMERCIAL CLEANING LIMITED (CONTINUED)


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 Group 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 Group 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 Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group 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 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 directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 4, 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 Group's and the parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or the parent Company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements
 

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue 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 Group financial statements.
Page 8

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SPOTLESS COMMERCIAL CLEANING LIMITED (CONTINUED)




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:
Our approach to identifying and assessing the risks 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 knowledge of the Company 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 review of appropriate industry knowledge. Key laws and regulations we identified
  during the audit were the UK Companies Act 2006 and tax legislation, UK employment legislation and UK
  health and safety legislation;
  we assessed the extent of compliance with the laws and regulations identified above by making enquiries of
  management; 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; and
  considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and
  regulations.
 
To address the risk of fraud through management bias and override of controls, we:
 
  performed analytical procedures as a risk assessment tool to identify any unusual or unexpected relationships;
  tested journal entries recorded on the Company’s finance system to identify unusual transactions that may
  indicate override of controls;
  reviewed key judgements and estimates for any evidence of management bias; and
  reviewed the application of accounting policies with focus on those with heightened estimation uncertainty.

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; and
  enquiring of management to identify actual and potential litigation and claims.
 
Page 9

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SPOTLESS COMMERCIAL CLEANING LIMITED (CONTINUED)


Due 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, as with any audit, there remains a higher risk of nondetection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing fraud or non-compliance with laws and regulations and cannot be expected to detect all fraud and non-compliance with laws and regulations.


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.





Martin Johnston (Senior Statutory Auditor)
  
for and on behalf of
Armstrong Watson Audit Limited
 
Chartered Accountants and Statutory Auditors
  
24 Blythswood Square
Glasgow
G2 4BG

25 June 2025
Page 10

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2024
2023
Note
£
£

  

Turnover
 4 
20,288,931
18,527,529

Cost of sales
  
(16,308,692)
(15,054,739)

Gross profit
  
3,980,239
3,472,790

Administrative expenses
  
(3,257,679)
(3,243,493)

Other operating income
  
41,060
34,478

Operating profit
 6 
763,620
263,775

Income from participating interests
  
4,713
40,818

Interest receivable and similar income
 10 
6,115
14,159

Interest payable and similar expenses
 11 
(188,808)
(172,591)

Profit before taxation
  
585,640
146,161

Tax on profit
 12 
(220,070)
(177,275)

Profit/(loss) for the financial year
  
365,570
(31,114)

  

Total comprehensive income for the year
  
365,570
(31,114)

Profit/(loss) for the year attributable to:
  

Owners of the parent Company
  
365,570
(31,114)

  
365,570
(31,114)

Total comprehensive income for the year attributable to:
  

Owners of the parent Company
  
365,570
(31,114)

  
365,570
(31,114)

The notes on pages 21 to 48 form part of these financial statements.

Page 11

 
SPOTLESS COMMERCIAL CLEANING LIMITED
REGISTERED NUMBER: SC163138

CONSOLIDATED BALANCE SHEET
AS AT 30 SEPTEMBER 2024

2024
2023
Note
£
£

Fixed assets
  

Intangible assets
 14 
534,735
136,832

Tangible assets
 15 
136,476
104,158

Investments
 16 
695,938
691,160

  
1,367,149
932,150

Current assets
  

Stocks
 17 
98,162
96,872

Debtors: amounts falling due within one year
 18 
4,395,772
3,872,463

Cash at bank and in hand
 19 
37,647
64,319

  
4,531,581
4,033,654

Creditors: amounts falling due within one year
 20 
(5,069,463)
(3,969,824)

Net current (liabilities)/assets
  
 
 
(537,882)
 
 
63,830

Total assets less current liabilities
  
829,267
995,980

Creditors: amounts falling due after more than one year
 21 
(215,084)
(501,314)

Provisions for liabilities
  

Deferred taxation
 23 
-
(46,053)

Other provisions
 24 
(11,550)
(11,550)

  
 
 
(11,550)
 
 
(57,603)

Net assets excluding pension asset
  
602,633
437,063

Net assets
  
602,633
437,063

Page 12

 
SPOTLESS COMMERCIAL CLEANING LIMITED
REGISTERED NUMBER: SC163138
    
CONSOLIDATED BALANCE SHEET (CONTINUED)
AS AT 30 SEPTEMBER 2024

2024
2023
Note
£
£

Capital and reserves
  

Called up share capital 
 25 
122,397
122,397

Profit and loss account
 26 
480,236
314,666

Equity attributable to owners of the parent Company
  
602,633
437,063

  
602,633
437,063


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




................................................
Roger Green
Director

Date: 24 June 2025

The notes on pages 21 to 48 form part of these financial statements.

Page 13

 
SPOTLESS COMMERCIAL CLEANING LIMITED
REGISTERED NUMBER: SC163138

COMPANY BALANCE SHEET
AS AT 30 SEPTEMBER 2024

2024
2023
Note
£
£

Fixed assets
  

Intangible assets
 14 
523,957
121,747

Tangible assets
 15 
136,519
104,200

Investments
 16 
837,268
754,257

  
1,497,744
980,204

Current assets
  

Stocks
 17 
98,162
96,872

Debtors: amounts falling due within one year
 18 
4,458,046
4,023,080

Cash at bank and in hand
 19 
21,103
41,999

  
4,577,311
4,161,951

Creditors: amounts falling due within one year
 20 
(4,872,291)
(3,907,170)

Net current (liabilities)/assets
  
 
 
(294,980)
 
 
254,781

Total assets less current liabilities
  
1,202,764
1,234,985

  

Creditors: amounts falling due after more than one year
 21 
(215,085)
(501,314)

Provisions for liabilities
  

Deferred taxation
 23 
-
(43,063)

Other provisions
 24 
(11,550)
(11,550)

  
 
 
(11,550)
 
 
(54,613)

Net assets
  
976,129
679,058

Page 14

 
SPOTLESS COMMERCIAL CLEANING LIMITED
REGISTERED NUMBER: SC163138
    
COMPANY BALANCE SHEET (CONTINUED)
AS AT 30 SEPTEMBER 2024

2024
2023
Note
£
£


Capital and reserves
  

Called up share capital 
 25 
122,397
122,397

Profit and loss account brought forward
  
556,661
896,927

Profit/(loss) for the year
  
497,071
(140,266)

Other changes in the profit and loss account

  

(200,000)
(200,000)

Profit and loss account carried forward
  
853,732
556,661

  
976,129
679,058


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 


................................................
Roger Green
Director

Date: 24 June 2025

The notes on pages 21 to 48 form part of these financial statements.

Page 15

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2024


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 October 2022
122,397
545,780
668,177


Comprehensive income for the year

Loss for the year
-
(31,114)
(31,114)
Total comprehensive income for the year
-
(31,114)
(31,114)


Contributions by and distributions to owners

Dividends: Equity capital
-
(200,000)
(200,000)


Total transactions with owners
-
(200,000)
(200,000)



At 1 October 2023
122,397
314,666
437,063


Comprehensive income for the year

Profit for the year
-
365,570
365,570
Total comprehensive income for the year
-
365,570
365,570


Contributions by and distributions to owners

Dividends: Equity capital
-
(200,000)
(200,000)


Total transactions with owners
-
(200,000)
(200,000)


At 30 September 2024
122,397
480,236
602,633


The notes on pages 21 to 48 form part of these financial statements.

Page 16

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2024


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 October 2022
122,397
896,927
1,019,324


Comprehensive income for the year

Loss for the year
-
(140,266)
(140,266)
Total comprehensive income for the year
-
(140,266)
(140,266)


Contributions by and distributions to owners

Dividends: Equity capital
-
(200,000)
(200,000)


Total transactions with owners
-
(200,000)
(200,000)



At 1 October 2023
122,397
556,661
679,058


Comprehensive income for the year

Profit for the year
-
497,071
497,071


Contributions by and distributions to owners

Dividends: Equity capital
-
(200,000)
(200,000)


Total transactions with owners
-
(200,000)
(200,000)


At 30 September 2024
122,397
853,732
976,129


The notes on pages 21 to 48 form part of these financial statements.

Page 17

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2024
2023
£
£

Cash flows from operating activities

Profit for the financial year
365,570
(31,114)

Adjustments for:

Amortisation of intangible assets
118,548
34,185

Depreciation of tangible assets
66,713
71,575

Gain on disposal of tangible assets
(2,780)
(1,892)

Interest paid
188,808
165,982

Interest received
(4,749)
(14,159)

Taxation charge
220,070
177,275

(Increase)/decrease in stocks
(1,290)
4,525

(Increase) in debtors
(513,364)
(76,775)

Increase in creditors
504,572
425,254

Increase in provisions
-
1,707

Corporation tax (paid)
(44,461)
(126,576)

Loss on disposal of intangible assets
-
3,406

Accrued income/ expenses
-
(1,642)

Income from associate
(4,713)
(40,818)

Other operating cash flow changes
-
(2)

Net cash generated from operating activities

892,924
590,931


Cash flows from investing activities

Purchase of intangible fixed assets
-
(133,660)

Purchase of tangible fixed assets
(70,357)
(70,094)

Sale of tangible fixed assets
4,900
2,500

Cash outflow on acquisition of subsidiary
(380,416)
-

Purchase of share in associates
(65)
(298,441)

Interest received
37
14,159

Income from investments in related companies
4,713
-

Net cash from investing activities

(441,188)
(485,536)
Page 18

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024


2024
2023

£
£



Cash flows from financing activities

Repayment of loans
(253,961)
(243,499)

Repayment of/new finance leases
39,900
(3,102)

Movements on invoice discounting
124,461
413,023

Dividends paid
(200,000)
(200,000)

Interest paid
(188,808)
(154,290)

Net cash used in financing activities
(478,408)
(187,868)

Net (decrease) in cash and cash equivalents
(26,672)
(82,473)

Cash and cash equivalents at beginning of year
64,319
146,792

Cash and cash equivalents at the end of year
37,647
64,319


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
37,647
64,319


The notes on pages 21 to 48 form part of these financial statements.

Page 19

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 

CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 30 SEPTEMBER 2024






At 1 October 2023
Cash flows
Acquisition of subsidiaries
New finance leases
At 30 September 2024
£

£

£

£

£

Cash at bank and in hand

64,319

353,744

(380,416)

-

37,647

Debt due after 1 year

(501,314)

286,230

-

-

(215,084)

Debt due within 1 year

(252,403)

(259,966)

-

-

(512,369)

Finance leases

-

-

-

(39,900)

(39,900)


(689,398)
380,008
(380,416)
(39,900)
(729,706)

The notes on pages 21 to 48 form part of these financial statements.

Page 20

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

1.


General information

Spotless Commercial Cleaning Limited is a private company limited by shares, incorporated and registered in Scotland. The address of the registered office is Stuart House, Eskmills, Station Road, Musselburgh, East Lothian, EH21 7PB, registered number SC163138.
The Group principal activity is that of the provision of commercial cleaning services for offices, retail and leisure, medical and industrial and the provision of waste recycling services.
These financial statements are presented in pound sterling and rounded to the nearest pound.

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 Group management to exercise judgment in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.

The following principal accounting policies have been applied:

  
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance Sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.

Page 21

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2.Accounting policies (continued)

 
2.3

Going concern

In preparing these financial statements the Directors have given careful consideration to current and anticipated future solvency requirements of the Group and company and its ability to continue as a going concern for at least twelve months from the date of issue of these financial statements.
The Directors have prepared these financial statements on a going concern basis, not withstanding net current liabilities of £537,882 as at 30th September 2024.
The Directors have undertaken a detailed review, including preparation of forecasts which extend beyond 30th June 2026, and consider available cash reserves and financing facilities. Based on these forecasts, the Directors are satisfied that there is sufficient cash and credit facilities to meet its liabilities as they fall due for a period of at least twelve months from the date the financial statements are signed.
Therefore, the Directors consider it appropriate to prepare the financial statements on a going concern basis. 

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Group will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

 
2.5

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

 
2.6

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.7

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Page 22

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2.Accounting policies (continued)

 
2.8

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

 
2.9

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Group in independently administered funds.

 
2.10

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.


Page 23

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2.Accounting policies (continued)

 
2.11

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated Statement of Comprehensive Income over its useful economic life.

Other intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 The estimated useful lives range as follows:

Goodwill
-
5
years

 
2.12

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Long leasehold improvement
-
20%
Motor vehicles
-
20%
Office equipment
-
20%
Cleaning equipment
-
20%

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

Page 24

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2.Accounting policies (continued)

 
2.13

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in unlisted Group shares, whose market value can be reliably determined, are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in the Consolidated Statement of Comprehensive Income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

 
2.14

Associates and joint ventures

An entity is treated as a joint venture where the Group is a party to a contractual agreement with one or more parties from outside the Group to undertake an economic activity that is subject to joint control.

An entity is treated as an associated undertaking where the Group exercises significant influence in that it has the power to participate in the operating and financial policy decisions.
In the consolidated accounts, interests in associated undertakings are accounted for using the equity method of accounting. Under this method an equity investment is initially recognised at the transaction price (including transaction costs) and is subsequently adjusted to reflect the investors share of the profit or loss, other comprehensive income and equity of the associate. The Consolidated Statement of Comprehensive Income includes the Group's share of the operating results, interest, pre-tax results and attributable taxation of such undertakings applying accounting policies consistent with those of the Group. In the Consolidated Balance Sheet, the interests in associated undertakings are shown as the Group's share of the identifiable net assets, including any unamortised premium paid on acquisition.
Any premium on acquisition is dealt with in accordance with the goodwill policy.

 
2.15

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a weighted average basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.16

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

Page 25

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2.Accounting policies (continued)

 
2.17

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

 
2.18

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.19

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

Page 26

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2.Accounting policies (continued)

 
2.20

Financial instruments

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” 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, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

Impairment of financial assets

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.
If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.
 


Page 27

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2.Accounting policies (continued)


2.20
Financial instruments (continued)

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 the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

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

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

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled.

 
2.21

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.

Page 28

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

The preparation of financial statements requires the use of certain accounting estimates. It also requires
the Directors to exercise judgement in applying the Company’s Accounting policies. The areas requiring a
higher degree of judgement, or complexity, and areas where assumptions or estimates are most
significant to the financial statements. 
Fair value measurement
The Company has made an assessment of investment in participating interest valuation. The valuation has been based on comparable evidence including the valuation of the post year end sale of the business.


4.


Turnover

An analysis of turnover by class of business is as follows:


2024
2023
£
£

Commercial cleaning and associated income
20,073,531
18,180,102

Waste disposal
215,400
347,427

20,288,931
18,527,529


All turnover arose within the United Kingdom.


5.


Other operating income

2024
2023
£
£

Other operating income
41,060
34,478

41,060
34,478


Page 29

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

6.


Operating profit

The operating profit is stated after charging:

2024
2023
£
£

Amortisation of intangible assets
118,548
34,185

Depreciation of tangible assets
66,713
71,575

Gains on disposal of tangible assets
2,780
(1,892)

Loss on disposal of intangible asset
-
3,406

Other operating lease rentals
333,631
217,738

Impairment of trade debtors
-
146,282


7.


Auditors' remuneration

During the year, the Group obtained the following services from the Company's auditors:


2024
2023
£
£

Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements
28,250
18,750

Page 30

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

8.


Employees

Staff costs, including directors' remuneration, were as follows:


Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£


Wages and salaries
15,295,824
13,986,111
14,648,839
13,903,449

Social security costs
789,484
705,263
772,479
702,802

Cost of defined contribution scheme
172,350
156,459
171,712
155,856

16,257,658
14,847,833
15,593,030
14,762,107


The average monthly number of employees, including the directors, during the year was as follows:



Group
Group
Company
Company
        2024
        2023
        2024
        2023
            No.
            No.
            No.
            No.









Administrative staff
74
77
74
77



Operations staff
1,238
1,374
1,238
1,374

1,312
1,451
1,312
1,451


9.


Directors' remuneration

2024
2023
£
£

Directors' emoluments
406,425
331,018

Directors' social security costs
38,834
36,691

Group contributions to defined contribution pension schemes
8,338
8,432

453,597
376,141


During the year retirement benefits were accruing to no directors (2023 - NIL) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £148,251 (2023 - £118,586).

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £1,321 (2023 - £1,346).

Page 31

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

10.


Interest receivable

2024
2023
£
£


Other interest receivable
6,115
14,159

6,115
14,159


11.


Interest payable and similar expenses

2024
2023
£
£


Bank interest payable
57,462
59,801

Other interest payable
131,346
112,790

188,808
172,591


12.


Taxation


2024
2023
£
£

Corporation tax


Current tax on profits for the year
250,486
49,015

Adjustments in relation to prior periods
5,699
142,333


256,185
191,348


Total current tax
256,185
191,348

Deferred tax


Origination and reversal of timing differences
(36,115)
(14,073)

Total deferred tax
(36,115)
(14,073)


Tax on profit
220,070
177,275
Page 32

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
 
12.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is higher than (2023 - higher than) the standard rate of corporation tax in the UK of 25% (2023 - 21.98%). The differences are explained below:

2024
2023
£
£


Profit on ordinary activities before tax
585,640
146,161


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 21.98%)
146,410
31,217

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
348,320
22,740

Capital allowances for year in excess of depreciation
27,748
8,386

Utilisation of tax losses
-
6,610

Adjustments to tax charge in respect of prior periods
5,699
142,333

Short-term timing difference leading to an increase (decrease) in taxation
-
(14,073)

Non-taxable income
(323,396)
(19,885)

Movement in deferred tax not recognised
15,855
-

Other differences leading to an increase (decrease) in the tax charge
-
(53)

Marginal relief
(566)
-

Total tax charge for the year
220,070
177,275


Factors that may affect future tax charges

There were no factors that may affect future tax charges.


13.


Dividends

2024
2023
£
£


Dividends
200,000
200,000

200,000
200,000

Page 33

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

14.


Intangible assets

Group





Computer software
Goodwill
Total

£
£
£



Cost


At 1 October 2023
57,107
134,756
191,863


Additions
-
516,452
516,452


Disposals
-
(1)
(1)



At 30 September 2024

57,107
651,207
708,314



Amortisation


At 1 October 2023
26,972
28,059
55,031


Charge for the year on owned assets
7,559
110,989
118,548



At 30 September 2024

34,531
139,048
173,579



Net book value



At 30 September 2024
22,576
512,159
534,735



At 30 September 2023
30,135
106,697
136,832



Page 34

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
 
           14.Intangible assets (continued)

Company




Computer software
Goodwill
Total

£
£
£



Cost


At 1 October 2023
32,833
134,755
167,588


Transfer from investment
-
516,452
516,452



At 30 September 2024

32,833
651,207
684,040



Amortisation


At 1 October 2023
17,782
28,059
45,841


Charge for the year
3,253
110,989
114,242



At 30 September 2024

21,035
139,048
160,083



Net book value



At 30 September 2024
11,798
512,159
523,957



At 30 September 2023
15,051
106,696
121,747

Page 35

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

15.


Tangible fixed assets

Group






Office equipment
Leasehold improvements
Motor vehicles
Cleaning equipment
Total

£
£
£
£
£



Cost or valuation


At 1 October 2023
139,922
95,466
85,846
163,888
485,122


Additions
54,398
751
2,148
13,060
70,357


Acquisition of subsidiary
9,539
15,095
6,403
514
31,551


Disposals
-
-
-
(3,110)
(3,110)



At 30 September 2024

203,859
111,312
94,397
174,352
583,920



Depreciation


At 1 October 2023
129,901
53,913
40,741
156,408
380,963


Charge for the year on owned assets
23,871
15,095
21,339
6,408
66,713


Disposals
-
-
-
(232)
(232)



At 30 September 2024

153,772
69,008
62,080
162,584
447,444



Net book value



At 30 September 2024
50,087
42,304
32,317
11,768
136,476



At 30 September 2023
10,021
41,553
45,105
7,479
104,158

Page 36

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

           15.Tangible fixed assets (continued)


Company






Leasehold improvements
Motor vehicles
Office equipment
Cleaning equipment
Total

£
£
£
£
£

Cost or valuation


At 1 October 2023
95,466
85,846
138,320
163,888
483,520


Additions
-
-
53,806
7,587
61,393


Transfers intra group
12,468
3,522
8,026
2,878
26,894



At 30 September 2024

107,934
89,368
200,152
174,353
571,807



Depreciation


At 1 October 2023
53,913
40,741
128,299
156,367
379,320


Charge for the year on owned assets
11,717
16,309
21,766
6,176
55,968



At 30 September 2024

65,630
57,050
150,065
162,543
435,288



Net book value



At 30 September 2024
42,304
32,318
50,087
11,810
136,519



At 30 September 2023
41,553
45,105
10,021
7,520
104,199






Page 37

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

16.


Fixed asset investments

Group





Investments in associates

£



Cost or valuation


At 1 October 2023
691,160


Additions
65


Share of profit/(loss)
4,713



At 30 September 2024
695,938




Company





Investments in subsidiary companies
Investments in associates
Total

£
£
£



Cost or valuation


At 1 October 2023
100
754,157
754,257


Additions
1,060,670
65
1,060,735


Revaluations
-
82,946
82,946


Amounts written off
(544,218)
-
(544,218)


Transfer to goodwill
(516,452)
-
(516,452)



At 30 September 2024
100
837,168
837,268




Investments in associates in the Company accounts have been held at fair value. This has been revalued in the year in line with the post year end sale of the business.

Page 38

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

Brightwaste Limited
C/O Spotless Commercial Cleaning Ltd Stuart House, Eskmills, Station Road, Musselburgh, East Lothian, Scotland, EH21 7PB
Ordinary
100%
Ashdown Cleaning Limited
C/O Spotless Commercial Cleaning Ltd Unit 2, Shannon Commercial Centre, Beverley Way, New Malden, Surrey, England, KT3 4PT
Ordinary
100%

The aggregate of the share capital and reserves as at 30 September 2024 and the profit or loss for the year ended on that date for the subsidiary undertakings were as follows:

Name
Aggregate of share capital and reserves
Profit/(Loss)
£
£

Brightwaste Limited
(163,298)
15,822

Ashdown Cleaning Limited
(68,454)
(605,676)


17.


Stocks

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Cleaning materials
98,162
96,872
98,162
96,872

98,162
96,872
98,162
96,872


Page 39

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

18.


Debtors

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£


Trade debtors
3,492,239
3,051,842
3,451,425
3,033,491

Amounts owed by group undertakings
-
-
167,168
208,889

Other debtors
401,019
406,584
393,498
402,996

Prepayments and accrued income
498,650
414,037
439,429
377,704

Deferred taxation
3,864
-
6,526
-

4,395,772
3,872,463
4,458,046
4,023,080



19.


Cash and cash equivalents

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Cash at bank and in hand
37,647
64,319
21,103
41,999

37,647
64,319
21,103
41,999


Page 40

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

20.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Bank loans
449,758
33,118
449,758
33,118

Other loans
62,610
219,285
62,610
219,285

Trade creditors
696,766
481,110
610,900
445,174

Corporation tax
388,654
185,347
304,643
171,576

Other taxation and social security
1,072,412
981,445
1,052,465
973,703

Obligations under finance lease and hire purchase contracts
39,900
-
39,900
-

Proceeds of factored debts
959,230
834,769
959,230
834,769

Other creditors
1,230,018
1,060,490
1,228,644
1,060,201

Accruals and deferred income
170,115
174,260
164,141
169,344

5,069,463
3,969,824
4,872,291
3,907,170



The following liabilities were secured:
Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Bank loans
449,758
33,118
449,758
33,118

449,758
33,118
449,758
33,118

Details of security provided:

Bank loans are secured by a floating charge over the assets and undertakings of the Company and a guarantee from a third party.

Page 41

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

21.


Creditors: Amounts falling due after more than one year

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Bank loans
152,474
501,314
152,475
501,314

Other loans
62,610
-
62,610
-

215,084
501,314
215,085
501,314



The following liabilities were secured:
Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£


Bank Loans
152,474
501,314
152,475
501,314

152,474
501,314
152,475
501,314

Details of security provided:

Bank loans are secured by a floating charge over the assets and undertakings of the Company and a guarantee from a third party.



Page 42

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

22.


Loans


Analysis of the maturity of loans is given below:


Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Amounts falling due within one year

Bank loans
449,758
33,118
449,758
33,118

Other loans
62,610
219,285
62,610
219,285


512,368
252,403
512,368
252,403

Amounts falling due 1-2 years

Bank loans
152,474
501,314
152,474
501,314

Other loans
62,610
-
62,610
-


215,084
501,314
215,084
501,314



727,452
753,717
727,452
753,717



23.


Deferred taxation


Group



2024


£






At beginning of year
(46,053)


Charged to profit or loss
49,917



At end of year
3,864

Page 43

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
 
23.Deferred taxation (continued)

Company


2024


£






At beginning of year
(43,063)


Charged to profit or loss
49,589



At end of year
6,526

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Accelerated capital allowances
(8,395)
(21,700)
(5,860)
(18,710)

Tax losses carried forward
12,259
-
12,386
-

Deferred tax - fair value of investment
-
(24,353)
-
(24,353)

3,864
(46,053)
6,526
(43,063)


24.


Provisions


Group



Dilapidations

£





At 1 October 2023
11,550



At 30 September 2024
11,550

Page 44

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

           24.Provisions (continued)

Company


Dilapidations
Total

£
£





At 1 October 2023
11,550
11,550



At 30 September 2024
11,550
11,550


25.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



122,397 (2023 - 122,397) Ordinary Shares shares of £1.00 each
122,397
122,397



26.


Reserves

Profit and loss account

Profit and loss reserves represent accumulated comprehensive income for the year and prior periods less dividends paid.

Page 45

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

27.
 

Business combinations

Spotless Commercial Cleaning Limited purchased 100% of the share capital of Ashdown Cleaning Limited on 1 December 2023.

Acquisition of Ashdown Cleaning Limited

Recognised amounts of identifiable assets acquired and liabilities assumed

Fair value
£

Fixed Assets

Tangible
31,552

31,552

Current Assets

Stocks
5,000

Debtors
671,422

Cash at bank and in hand
72,152

Total Assets
780,126

Creditors

Due within one year
(250,492)

Deferred taxation
14,583

Total Identifiable net assets
544,217


Goodwill
516,452

Total purchase consideration
1,060,669

Consideration

£


Cash
420,000

Settlement of outstanding balances
363,137

Deferred consideration
244,964

Directly attributable costs
32,568

Total purchase consideration
1,060,669

Page 46

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

27.Business combinations (continued)

Cash outflow on acquisition

£


Purchase consideration settled in cash, as above
420,000

Directly attributable costs
32,568

452,568

Less: Cash and cash equivalents acquired
(72,152)

Net cash outflow on acquisition
380,416

The results of Ashdown Cleaning Limited since acquisition are as follows:

Current period since acquisition
£

Turnover
949,841

(Loss) for the period since acquisition
(581,146)


28.


Commitments under operating leases

At 30 September 2024 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Not later than 1 year
697,976
330,603
348,678
328,701

Later than 1 year and not later than 5 years
1,069,560
668,762
534,780
668,762

1,767,536
999,365
883,458
997,463

Page 47

 
SPOTLESS COMMERCIAL CLEANING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

29.


Transactions with directors

During the period the directors entered into the following advances and credits with the company and its subsidiary undertakings:


R Green
C Henley
£
£



Brought forward
297,289
4,559

Advances
191,695
-

Repayments
(178,968)
(3,458)

Carried forward
310,016
1,101

All directors' loans were interest free with the exception of Mr R Green's where interest of £6,079 (2023 - £6,608) was charged in the year. Interest is charged at 2%. There are no set repayment terms for the loan to R Green. C Henley has entered into an agreement with the company to repay the loan over 4 years.


30.


Related party transactions

During the period the company was charged £205,334 (2023 - £239,780) for waste collection services by an associated company.
At the balances sheet date the company was owed £167,168 
(2023 - £208,889) by the associated company.


31.


Post balance sheet events

Following the balance sheet date Spotless Commercial Cleaning Limited sold their full shareholding in their subsidiary Brightwaste Limited and their participating interest in Brightwater Services Limited.


32.


Controlling party

The ultimate controlling party is R Green.

 
Page 48