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REGISTERED NUMBER: 04577960 (England and Wales)



















Strategic Report, Report of the Directors and

Financial Statements

for the Year Ended 31 October 2024

for

Endee Limited

Endee Limited (Registered number: 04577960)






Contents of the Financial Statements
for the Year Ended 31 October 2024




Page

Company Information 1

Strategic Report 2

Report of the Directors 3

Report of the Independent Auditors 5

Profit and Loss Account 8

Balance Sheet 9

Statement of Changes in Equity 10

Cash Flow Statement 11

Notes to the Financial Statements 12


Endee Limited

Company Information
for the Year Ended 31 October 2024







DIRECTORS: N R Davies
J Straw
C Morley





SECRETARY: H P Marshall





REGISTERED OFFICE: Shelly Close
Lowmoor Business Park
Kirkby in Ashfield
Nottinghamshire
NG17 7JZ





REGISTERED NUMBER: 04577960 (England and Wales)





AUDITORS: Bates Weston Audit Ltd
Statutory Auditors
Chartered Accountants
The Mills
Canal Street
Derby
DE1 2RJ

Endee Limited (Registered number: 04577960)

Strategic Report
for the Year Ended 31 October 2024


REVIEW OF BUSINESS
The accounts for 2024 reflect that the company received a management fee from H B Fuller Company to transition the business following the sale of trading assets in the prior period. The company is involved in ongoing litigation against its former insurers and insurance brokers. There are no other activities of the company. Once the outstanding legal matters are settled, it is the intention of the directors to liquidate the company.

The financial accounts show that the operating profit for the year to October 2024 was £9,859 (2023: £1,168,583 for an 18 month period) whilst profit after tax interest and exceptional items, such as the sale of the trading assets in the prior period, was £20,812 (2023: £6,910,805).

PRINCIPAL RISKS AND UNCERTAINTIES
Endee Limited has a debtor with H B Fuller relating to deferred consideration regarding the sale of the business. This amount can be reduced by any claims against the company relating to periods before September 2023. The directors are not aware of any such claims and the debtor was received after the year end.

ON BEHALF OF THE BOARD:





N R Davies - Director


24 July 2025

Endee Limited (Registered number: 04577960)

Report of the Directors
for the Year Ended 31 October 2024

The directors present their report with the financial statements of the company for the year ended 31 October 2024.

DIVIDENDS
No dividends will be distributed for the year ended 31 October 2024.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 November 2023 to the date of this report.

N R Davies
J Straw
C Morley

Other changes in directors holding office are as follows:

M C J Moran - resigned 27 February 2024

DISCLOSURE IN THE STRATEGIC REPORT
The matters required to be disclosed under SI (2008) 410 Sch 7 relating to financial instruments and research and development are contained within the Strategic report as is applicable in accordance with s414C(11) of the Companies Act 2006.

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Strategic Report, the Report of the Directors 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 and then apply them consistently;
-make judgements and accounting estimates that are reasonable and prudent;
-prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The 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 enable them to ensure that the financial statements comply with the Companies Act 2006. They 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.

Endee Limited (Registered number: 04577960)

Report of the Directors
for the Year Ended 31 October 2024


STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

ON BEHALF OF THE BOARD:





N R Davies - Director


24 July 2025

Report of the Independent Auditors to the Members of
Endee Limited

Opinion
We have audited the financial statements of Endee Limited (the 'company') for the year ended 31 October 2024 which comprise the Profit and Loss Account, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:
-give a true and fair view of the state of the company's affairs as at 31 October 2024 and of its profit for the year then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

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

Emphasis of matter
We draw attention to Note 2 of the financial statements which explains that the directors intend to liquidate the company and therefore do not consider it to be appropriate to adopt the going concern basis of accounting in preparing the financial statements. Accordingly the financial statements have been prepared on a basis other than going concern as described in Note 2. Our opinion is not modified in respect of this matter.

Other information
The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Report of the Independent Auditors to the Members of
Endee Limited


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 Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
- the financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of 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 Statement of Directors' Responsibilities set out on page three, 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 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.

Auditors' responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Based on our understanding of the company and industry in which it operates, we identified that the principal risks of non-compliance with laws and regulations related to the freight trade industry and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006. Audit procedures performed by the engagement team included:

- Enquiry of management around actual and potential litigation and claims;
- Reviewing financial statement 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 Report of the Auditors.

Report of the Independent Auditors to the Members of
Endee Limited


Use of our report
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.




Wayne Thomas FCA (Senior Statutory Auditor)
for and on behalf of Bates Weston Audit Ltd
Statutory Auditors
Chartered Accountants
The Mills
Canal Street
Derby
DE1 2RJ

24 July 2025

Endee Limited (Registered number: 04577960)

Profit and Loss Account
for the Year Ended 31 October 2024

Period
1.5.22
Year Ended to
31.10.24 31.10.23
Notes £    £   

TURNOVER 3 - 27,078,261

Cost of sales 330 20,299,974
GROSS (LOSS)/PROFIT (330 ) 6,778,287

Administrative expenses 189,811 5,709,736
(190,141 ) 1,068,551

Other operating income 200,000 100,032
OPERATING PROFIT 5 9,859 1,168,583

Legal settlements 6 - 134,764
Profit on sale of goodwill 6 - 8,162,499
9,859 9,465,846

Interest receivable and similar income 20,886 4,459
30,745 9,470,305

Interest payable and similar expenses 7 4,014 312,474
PROFIT BEFORE TAXATION 26,731 9,157,831

Tax on profit 8 5,919 2,247,026
PROFIT FOR THE FINANCIAL YEAR 20,812 6,910,805

OTHER COMPREHENSIVE INCOME
Revaluation adjustment - 311,162
Income tax relating to other
comprehensive income

-

-
OTHER COMPREHENSIVE INCOME
FOR THE YEAR, NET OF INCOME TAX

-

311,162
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

20,812

7,221,967

Endee Limited (Registered number: 04577960)

Balance Sheet
31 October 2024

2024 2023
Notes £    £   
CURRENT ASSETS
Debtors 10 1,943,996 1,760,442
Cash at bank and in hand 598,936 3,294,673
2,542,932 5,055,115
CREDITORS
Amounts falling due within one year 11 102,004 2,634,999
NET CURRENT ASSETS 2,440,928 2,420,116
TOTAL ASSETS LESS CURRENT
LIABILITIES

2,440,928

2,420,116

CAPITAL AND RESERVES
Called up share capital 12 1,000 1,000
Share premium 13 19,000 19,000
Retained earnings 13 2,420,928 2,400,116
SHAREHOLDERS' FUNDS 2,440,928 2,420,116

The financial statements were approved by the Board of Directors and authorised for issue on 24 July 2025 and were signed on its behalf by:





N R Davies - Director


Endee Limited (Registered number: 04577960)

Statement of Changes in Equity
for the Year Ended 31 October 2024

Called up
share Retained Share Revaluation Total
capital earnings premium reserve equity
£    £    £    £    £   
Balance at 1 May 2022 1,000 (1,755,479 ) 19,000 758,628 (976,851 )

Changes in equity
Dividends - (3,825,000 ) - - (3,825,000 )
Total comprehensive income - 7,980,595 - (758,628 ) 7,221,967
Balance at 31 October 2023 1,000 2,400,116 19,000 - 2,420,116

Changes in equity
Total comprehensive income - 20,812 - - 20,812
Balance at 31 October 2024 1,000 2,420,928 19,000 - 2,440,928

Endee Limited (Registered number: 04577960)

Cash Flow Statement
for the Year Ended 31 October 2024

Period
1.5.22
Year Ended to
31.10.24 31.10.23
Notes £    £   
Cash flows from operating activities
Cash generated from operations 15 (1,582,583 ) 457,380
Interest paid (4,014 ) (312,474 )
Tax paid (1,130,026 ) -
Net cash from operating activities (2,716,623 ) 144,906

Cash flows from investing activities
Purchase of tangible fixed assets - (82,072 )
Sale of trade and assets - 13,361,175
Interest received 20,886 4,459
Net cash from investing activities 20,886 13,283,562

Cash flows from financing activities
Loan repayments in year - (2,090,759 )
Legal settlements paid - (4,647,695 )
Equity dividends paid - (3,825,000 )
Net cash from financing activities - (10,563,454 )

(Decrease)/increase in cash and cash equivalents (2,695,737 ) 2,865,014
Cash and cash equivalents at
beginning of year

16

3,294,673

429,659

Cash and cash equivalents at end of
year

16

598,936

3,294,673

Endee Limited (Registered number: 04577960)

Notes to the Financial Statements
for the Year Ended 31 October 2024

1. STATUTORY INFORMATION

Endee Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Related party exemption
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with other group entities.

Turnover
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales tax. Turnover is recognised when the company has transferred significant risks and reward of ownership to the buyer and it is probable that the company will receive the previously agreed amounts upon payment. These criteria are considered to be met when the goods are delivered to the buyer.

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Profit and Loss Account, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies
Monetary assets and liabilities denominated in foreign currencies are translated into sterling at the rates of exchange prevailing at the accounting date. Transactions in foreign currencies are recorded at the date of the transactions. All differences are taken to the Profit & Loss account.

Going concern
The company is not considered to be a going concern as the company ceased to trade in the prior year following the sale of trade and assets. The Directors intend to liquidate the company following the conclusion of an ongoing legal matter. The Directors have included adjustments considered necessary and do not anticipate further adjustments to the reported values arising from this strategic decision.


Endee Limited (Registered number: 04577960)

Notes to the Financial Statements - continued
for the Year Ended 31 October 2024

3. TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the company.

An analysis of turnover by geographical market for the period ended 31 October 2023 is given below:

£   
UK 16,321,250
EU 10,624,904
Rest of world 132,107
27,078,261

This analysis is not considered to be applicable to the year ended 31 October 2024.

4. EMPLOYEES AND DIRECTORS
Period
1.5.22
Year Ended to
31.10.24 31.10.23
£    £   
Wages and salaries 370 3,034,420
Social security costs - 342,274
Other pension costs - 78,996
370 3,455,690

The average number of employees during the year was as follows:
Period
1.5.22
Year Ended to
31.10.24 31.10.23

Directors 3 4
Production and administration - 61
3 65

Period
1.5.22
Year Ended to
31.10.24 31.10.23
£    £   
Directors' remuneration 98 615,145
Directors' pension contributions to money purchase schemes - 35,440

Endee Limited (Registered number: 04577960)

Notes to the Financial Statements - continued
for the Year Ended 31 October 2024

5. OPERATING PROFIT

The operating profit is stated after charging:

Period
1.5.22
Year Ended to
31.10.24 31.10.23
£    £   
Depreciation - owned assets - 423,915
Auditors' remuneration 16,715 33,250
Auditors' remuneration for non audit work 5,195 6,470
Foreign exchange differences 21,012 18,376

6. EXCEPTIONAL ITEMS
Period
1.5.22
Year Ended to
31.10.24 31.10.23
£    £   
Legal settlements - 134,764
Profit on sale of goodwill - 8,162,499
- 8,297,263

Legal settlements in the prior year was in relation to an over provision regarding final settlement of a claim.

Profit on sale of goodwill in the prior year was in relation to the sale of trade and assets.

7. INTEREST PAYABLE AND SIMILAR EXPENSES
Period
1.5.22
Year Ended to
31.10.24 31.10.23
£    £   
Bank interest - 148,277
Bank loan interest - 164,197
Interest on taxation 4,014 -
4,014 312,474

Endee Limited (Registered number: 04577960)

Notes to the Financial Statements - continued
for the Year Ended 31 October 2024

8. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
Period
1.5.22
Year Ended to
31.10.24 31.10.23
£    £   
Current tax:
UK corporation tax 5,919 1,130,026

Deferred tax - 1,117,000
Tax on profit 5,919 2,247,026

Reconciliation of total tax charge included in profit and loss
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

Period
1.5.22
Year Ended to
31.10.24 31.10.23
£    £   
Profit before tax 26,731 9,157,831
Profit multiplied by the standard rate of corporation tax in the UK of
25% (2023 - 25%)

6,683

2,289,458

Effects of:
Expenses not deductible for tax purposes 80 32,665
Other permanent differences (844 ) (75,097 )
Total tax charge 5,919 2,247,026

Tax effects relating to effects of other comprehensive income

There were no tax effects for the year ended 31 October 2024.

1.5.22 to 31.10.23
Gross Tax Net
£    £    £   
Revaluation adjustment 311,162 - 311,162

9. DIVIDENDS
Period
1.5.22
Year Ended to
31.10.24 31.10.23
£    £   
Interim - 3,825,000

Endee Limited (Registered number: 04577960)

Notes to the Financial Statements - continued
for the Year Ended 31 October 2024

10. DEBTORS
2024 2023
£    £   
Amounts falling due within one year:
Trade debtors 1,493 252,808
Amounts owed by group undertakings - 4,250
Other debtors 1,899,109 37,178
Tax 43,394 -
Prepayments - 5,030
1,943,996 299,266

Amounts falling due after more than one year:
Other debtors - 1,461,176

Aggregate amounts 1,943,996 1,760,442

11. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2024 2023
£    £   
Trade creditors 62,971 623
Amounts owed to group undertakings - 1,486,377
Tax - 1,080,713
Other creditors 3,033 36,106
Accrued expenses 36,000 31,180
102,004 2,634,999

12. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2024 2023
value: £    £   
1,000 Ordinary £1 1,000 1,000

13. RESERVES
Retained Share
earnings premium Totals
£    £    £   

At 1 November 2023 2,400,116 19,000 2,419,116
Profit for the year 20,812 20,812
At 31 October 2024 2,420,928 19,000 2,439,928

14. EMPLOYEE BENEFITS

Included in the notes to the financial statements are payments to defined contribution pension schemes.

Endee Limited (Registered number: 04577960)

Notes to the Financial Statements - continued
for the Year Ended 31 October 2024

15. RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM
OPERATIONS

Period
1.5.22
Year Ended to
31.10.24 31.10.23
£    £   
Profit before taxation 26,731 9,157,831
Depreciation charges - 423,915
Legal settlements - (134,764 )
Profit on disposal of goodwill - (8,162,499 )
Finance costs 4,014 312,474
Finance income (20,886 ) (4,459 )
9,859 1,592,498
Decrease in stocks - 435,546
(Increase)/decrease in trade and other debtors (140,160 ) 17,738
Decrease in trade and other creditors (1,452,282 ) (1,588,402 )
Cash generated from operations (1,582,583 ) 457,380

16. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 October 2024
31.10.24 1.11.23
£    £   
Cash and cash equivalents 598,936 3,294,673
Period ended 31 October 2023
31.10.23 1.5.22
£    £   
Cash and cash equivalents 3,294,673 429,659


17. ANALYSIS OF CHANGES IN NET FUNDS

At 1.11.23 Cash flow At 31.10.24
£    £    £   
Net cash
Cash at bank and in hand 3,294,673 (2,695,737 ) 598,936
3,294,673 (2,695,737 ) 598,936
Total 3,294,673 (2,695,737 ) 598,936

18. CONTINGENT ASSETS

Post year end, settlement was reached with the ongoing legal case against the insurance brokers and Endee Ltd received £500,000.