| REGISTERED NUMBER: 15259163 (England and Wales) |
| Group Strategic Report, |
| Report of the Directors and |
| Consolidated Financial Statements |
| For The Period 3 November 2023 to 31 December 2024 |
| for |
| Poeton Holdings Limited |
| REGISTERED NUMBER: 15259163 (England and Wales) |
| Group Strategic Report, |
| Report of the Directors and |
| Consolidated Financial Statements |
| For The Period 3 November 2023 to 31 December 2024 |
| for |
| Poeton Holdings Limited |
| Poeton Holdings Limited (Registered number: 15259163) |
| Contents of the Consolidated Financial Statements |
| For The Period 3 November 2023 to 31 December 2024 |
| Page |
| Company Information | 1 |
| Group Strategic Report | 2 |
| Report of the Directors | 4 |
| Report of the Independent Auditors | 6 |
| Consolidated Income Statement | 9 |
| Consolidated Other Comprehensive Income | 10 |
| Consolidated Balance Sheet | 11 |
| Company Balance Sheet | 12 |
| Consolidated Statement of Changes in Equity | 13 |
| Company Statement of Changes in Equity | 14 |
| Consolidated Cash Flow Statement | 15 |
| Notes to the Consolidated Cash Flow Statement | 16 |
| Notes to the Consolidated Financial Statements | 17 |
| Poeton Holdings Limited |
| Company Information |
| For The Period 3 November 2023 to 31 December 2024 |
| DIRECTORS: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Chartered Accountants |
| and Statutory Auditor |
| Goodridge Court |
| Goodridge Avenue |
| Gloucester |
| Gloucestershire |
| GL2 5EN |
| BANKERS: | Santander UK PLC |
| Bridle Road |
| Bootle |
| Merseyside |
| L30 4GB |
| Poeton Holdings Limited (Registered number: 15259163) |
| Group Strategic Report |
| For The Period 3 November 2023 to 31 December 2024 |
| The directors present their strategic report of the company and the group for the period 3 November 2023 to 31 December 2024. |
| Incorporation |
| The company was incorporated on 3 November 2023. On 17 May 2024, the company changed its name by special resolution from AT Poeton Limited to Poeton Holdings Limited. |
| Group Restructure |
| On 8 April 2024, the company acquired by virtue of cash purchase and share for share exchange all the shares in the company known as AT Poeton Limited and its subsidiaries. |
| By 31 December 2024, AT Poeton Limited had transferred all its assets and liabilities to the entity. |
| This restructure was part of the plan to facilitate the retirement of Anthony Poeton and the transfer of ownership to James Poeton. James is now the fifth generation in this private company founded in 1898. |
| Business Performance and Strategic Overview |
| Following the acquisition, the group continues to benefit from a diversified customer base across Aerospace, Automotive, General Engineering, and Oil & Gas. However, this year has been more challenging, with fluctuating demand, supply chain pressures, and rising costs impacting operations and margins. |
| Our mix of higher-margin proprietary coatings and price-sensitive solutions has helped balance these pressures, though careful cost control and pricing strategies have been essential. While our balance sheet remains strong and supports future investment, we have taken a more cautious approach to prioritise key initiatives. |
| The employee profit share scheme has continued to drive engagement and reinforce a shared commitment to quality and efficiency. Maintaining our focus on quality and on-time delivery has required significant effort but remains critical to our market differentiation. |
| Despite the challenging environment, we have secured new business domestically and overseas and introduced new environmentally friendly products at our UK and Polish sites in collaboration with key customers, supporting our long-term growth and sustainability goals. |
| REVIEW OF BUSINESS |
| The key financial highlights were as follows:- |
| 2024 |
| Turnover | £13.5m |
| Gross profit margin | 39% |
| Profit before tax (excluding exceptional items) | £1.2m |
| Poeton Holdings Limited (Registered number: 15259163) |
| Group Strategic Report |
| For The Period 3 November 2023 to 31 December 2024 |
| PRINCIPAL RISKS AND UNCERTAINTIES |
| Regulatory and Environmental Compliance |
| The business has effectively navigated a number of key risks during the year. A major milestone was the implementation of the REACH environmental legislation in 2024, which granted a 12-year extension for specific use cases while introducing new mandatory working practices. We are pleased to confirm that all our sites have successfully mitigated this risk and remain fully compliant with the relevant governmental requirements. |
| Geopolitical Considerations |
| At our Polish facility, the ongoing conflict in neighbouring Ukraine remains a background concern. However, this situation is also viewed as an economic opportunity for Poland, with the local economy demonstrating continued resilience and growth. We continue to closely monitor these developments to ensure appropriate risk management. |
| Market and Customer Dynamics |
| While the business is largely insulated from global trade fluctuations, we recognise that our diverse and international customer base introduces a level of exposure to global economic shifts. As such, we are actively monitoring customer relationships and performance to safeguard business continuity and strengthen our market position. |
| Health, Safety, and Environmental Commitments |
| Operating within the manufacturing sector - and particularly in the chemical industry - places health, safety, and environmental responsibility at the forefront of our operations. We uphold a strong culture of safety, which underpins every operational decision and has resulted in multiple awards recognising our proactive approach. |
| A cornerstone of this commitment is our investment in training. We prioritise equipping our employees with the skills and awareness necessary to protect not only their own safety and well-being but also that of their colleagues. This ongoing focus reinforces our dedication to creating a safe, responsible, and supportive workplace, benefiting both our employees and our customers. |
| Pension Obligations |
| Finally, we continue to maintain and support our pension obligations, which remain in a strong and healthy position. This reflects our commitment to the long-term financial well-being of our employees |
| ON BEHALF OF THE BOARD: |
| Poeton Holdings Limited (Registered number: 15259163) |
| Report of the Directors |
| For The Period 3 November 2023 to 31 December 2024 |
| The directors present their report with the financial statements of the company and the group for the period 3 November 2023 to 31 December 2024. |
| COMMENCEMENT OF TRADING |
| The company commenced activity on 3 November 2023. |
| DIVIDENDS |
| No dividends will be distributed for the period ended 31 December 2024. |
| RESEARCH AND DEVELOPMENT |
| The group continually seeks to develop improved processes for sale and production. The group's accounting policy in respect of research and development expenditure is set out in note 2 to the financial statements. |
| DIRECTORS |
| The directors who have held office during the period from 3 November 2023 to the date of this report are as follows: |
| All the directors who are eligible offer themselves for election at the forthcoming first Annual General Meeting. |
| FINANCIAL INSTRUMENTS |
| The group's principal financial instruments comprise of bank balances, other loans, trade creditors and trade debtors. The main purpose of these instruments is to raise funds for the group's operations. |
| Due to the nature of the financial instruments used by the group, there is no significant exposure to price risk. The group's approach to managing other risks applicable to the financial instruments concerned is shown below. |
| In respect of bank balances, the liquidity risk is managed by maintaining a balance between the continuity of funding and flexibility through the use of an overdraft and bank loans, if necessary, at a floating rate of interest. The group also makes use of deposit facilities where funds are available. |
| The group manage its liquidity risk by ensuring that expenditure such as that for fixed assets are within the funds generated from operations. |
| Trade debtors are managed in respect fo credit and cash-flow risk by policies concerning the credit offered to customers and regular monitoring of amounts outstanding for both time and credit limits. |
| Trade creditor's liquidity risk is managed by ensuring that sufficient funds are available to meet amounts due. |
| EQUAL OPPORTUNITIES |
| The group is fully committed to ensuring that all current and potential future employees and customers are treated fairly and equally, regardless of their gender, sexuality, martial status, disability, race, colour, nationality or ethnic origin. The Company and its subsidiaries provide equal opportunities for employment, training and development, having regard to particular aptitudes and abilities. In the event of employees becoming disabled during employment, where possible, assistance and retraining is given so that they may attain positions compatible with their ability. |
| DISCLOSURE IN THE STRATEGIC REPORT |
| Information regarding the review of the business and principal risks and uncertainties relating to the group is shown within the strategic report on page two of these consolidated accounts. |
| OVERSEAS SUBSIDIARY |
| Poeton Industries Limited's Polish subsidiary, Poeton Polska Sp.z.o.o. has continued to increase its turnover during the year. |
| Poeton Holdings Limited (Registered number: 15259163) |
| Report of the Directors |
| For The Period 3 November 2023 to 31 December 2024 |
| ENGAGEMENT WITH EMPLOYEES |
| The Company and its subsidiaries place considerable value on the involvement of their employees and has continued to keep them informed on matters affecting their employment and on the various factors affecting the performance of the Company and the group. |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES |
| The directors are responsible for preparing the Group 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 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 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 and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
| 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 group'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 group's auditors are aware of that information. |
| AUDITORS |
| The auditors, Kingscott Dix Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
| ON BEHALF OF THE BOARD: |
| Report of the Independent Auditors to the Members of |
| Poeton Holdings Limited |
| Opinion |
| We have audited the financial statements of Poeton Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 31 December 2024 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, 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 group's and of the parent company affairs as at 31 December 2024 and of the group's profit for the period then ended; |
| - | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
| - | have been prepared in accordance with the requirements of the Companies Act 2006. |
| 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 UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
| Conclusions relating to going concern |
| In auditing the financial statements, we have concluded that the 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 and 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 directors are responsible for the other information. The other information comprises the information in the Group 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 Group 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 Group 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 |
| Poeton Holdings Limited |
| 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 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 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 Statement of Directors' Responsibilities set out on page five, 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 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 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. |
| The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
| In assigning the audit engagement team we ensured that collectively they had the appropriate competence and capabilities to identify non-compliance with laws and regulations, highlight areas of the financial statements particularly susceptible to fraud and conduct appropriate additional enquiries where suspicions or weaknesses became evident. |
| At the planning stage, we assessed the susceptibility of the entity's financial statements to material misstatement, including how fraud might occur. This involved preliminary planning discussions with management to obtain their assessment of fraud risk, to identify any incidences of fraud during the year and understand the measures and controls they had taken to combat the possibility of fraud. |
| Our transaction testing and assessment of controls during the audit provided further evidence as to the validity of this initial assessment with regard to material misstatement and fraud. |
| Report of the Independent Auditors to the Members of |
| Poeton Holdings Limited |
| We identified areas of law and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience, through discussion with the Directors, and inspection of the Company's regulatory and legal correspondence. The team were briefed with regard to laws and regulations and remained alert to any indication of non-compliance throughout the audit. |
| The company is subject to laws and regulations that directly affect the financial statements including legislation covering financial reporting including related companies, distributable profits and taxation and we assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items. In assessing this compliance, we evaluated the appropriateness of accounting policies used and the reasonableness of accounting estimates in the measurement and presentation of profit within the financial statements. |
| The company is subject to many other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance through the imposition of fines or litigation. We identified the following areas as those most likely to have such an effect: Aerospace management standards AS9100, National Aerospace and Defense Contractors Accreditation Program (NADCAP), environmental management standards ISO14001, Occupation health and safety ISO45001, UK REACH, Customs (Special Procedures and Outward Processing) Regulations 2018, employment laws, GDPR and any other regulations recognising the nature of the company's activities. Audit procedures designed to identify non-compliance with these laws and regulations included enquiry of the Directors and other management and inspection of regulatory and legal correspondence. None of the procedures applied identified actual or suspected non-compliance. |
| Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. Where an irregularity is non-financial or has not reached a stage where its impact is financial, it is less likely to be identified by auditing procedures. In addition, to the extent that an irregularity involves collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls, there remains a high risk of non-detection. We are not responsible for detecting all instances of non-compliance with laws and regulations and cannot be expected to do so. |
| 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. |
| 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. |
| for and on behalf of |
| Chartered Accountants |
| and Statutory Auditor |
| Goodridge Court |
| Goodridge Avenue |
| Gloucester |
| Gloucestershire |
| GL2 5EN |
| Poeton Holdings Limited (Registered number: 15259163) |
| Consolidated |
| Income Statement |
| For The Period 3 November 2023 to 31 December 2024 |
| Notes | £ | £ |
| TURNOVER | 3 | 13,556,177 |
| Cost of sales | 8,279,889 |
| GROSS PROFIT | 5,276,288 |
| Distribution costs | 460,719 |
| Administrative expenses | 3,575,838 |
| 4,036,557 |
| 1,239,731 |
| Other operating income | 4 | 83,897 |
| OPERATING PROFIT | 6 | 1,323,628 |
| Redundancy costs | 7 | 120,800 |
| 1,202,828 |
| Interest receivable and similar income | 1,022 |
| 1,203,850 |
| Interest payable and similar expenses | 8 | 1,411 |
| PROFIT BEFORE TAXATION | 1,202,439 |
| Tax on profit | 9 | 388,995 |
| PROFIT FOR THE FINANCIAL PERIOD |
| Profit attributable to: |
| Owners of the parent | 813,444 |
| Poeton Holdings Limited (Registered number: 15259163) |
| Consolidated |
| Other Comprehensive Income |
| For The Period 3 November 2023 to 31 December 2024 |
| Notes | £ |
| PROFIT FOR THE PERIOD | 813,444 |
| OTHER COMPREHENSIVE INCOME |
| Actuarial (losses)/gains | 234,000 |
| Return on plan assets (excluding | (159,000 | ) |
| interest income) |
| Income tax relating to components of other comprehensive income |
(18,750 |
) |
| OTHER COMPREHENSIVE INCOME FOR THE PERIOD, NET OF INCOME TAX |
56,250 |
| TOTAL COMPREHENSIVE INCOME FOR THE PERIOD |
869,694 |
| Total comprehensive income attributable to: |
| Owners of the parent | 869,694 |
| Poeton Holdings Limited (Registered number: 15259163) |
| Consolidated Balance Sheet |
| 31 December 2024 |
| Notes | £ | £ |
| FIXED ASSETS |
| Intangible assets | 11 | 1,443,430 |
| Tangible assets | 12 | 7,761,247 |
| Investments | 13 | - |
| Investment property | 14 | - |
| 9,204,677 |
| CURRENT ASSETS |
| Stocks | 15 | 327,895 |
| Debtors | 16 | 2,490,366 |
| Cash at bank | 1,627,883 |
| 4,446,144 |
| CREDITORS |
| Amounts falling due within one year | 17 | 3,930,217 |
| NET CURRENT ASSETS | 515,927 |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
9,720,604 |
| CREDITORS |
| Amounts falling due after more than one year |
18 |
(2,846,116 |
) |
| PROVISIONS FOR LIABILITIES | 22 | (1,743,863 | ) |
| PENSION ASSET | 25 | 139,169 |
| NET ASSETS | 5,269,794 |
| CAPITAL AND RESERVES |
| Called up share capital | 23 | 3,700 |
| Share premium | 24 | 4,396,400 |
| Retained earnings | 24 | 869,694 |
| SHAREHOLDERS' FUNDS | 5,269,794 |
| The financial statements were approved by the Board of Directors and authorised for issue on 30 July 2025 and were signed on its behalf by: |
| J A Poeton - Director |
| Poeton Holdings Limited (Registered number: 15259163) |
| Company Balance Sheet |
| 31 December 2024 |
| Notes | £ | £ |
| FIXED ASSETS |
| Intangible assets | 11 |
| Tangible assets | 12 |
| Investments | 13 |
| Investment property | 14 |
| CURRENT ASSETS |
| Debtors | 16 |
| CREDITORS |
| Amounts falling due within one year | 17 |
| NET CURRENT ASSETS |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| CREDITORS |
| Amounts falling due after more than one year |
18 |
( |
) |
| PROVISIONS FOR LIABILITIES | 22 | ( |
) |
| NET ASSETS |
| CAPITAL AND RESERVES |
| Called up share capital | 23 |
| Fair value reserve |
| Retained earnings |
| SHAREHOLDERS' FUNDS |
| Company's profit for the financial year | 7,993,837 |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| Poeton Holdings Limited (Registered number: 15259163) |
| Consolidated Statement of Changes in Equity |
| For The Period 3 November 2023 to 31 December 2024 |
| Called up |
| share | Retained | Share | Total |
| capital | earnings | premium | equity |
| £ | £ | £ | £ |
| Changes in equity |
| Issue of share capital | 3,700 | - | 4,396,400 | 4,400,100 |
| Total comprehensive income | - | 869,694 | - | 869,694 |
| Balance at 31 December 2024 | 3,700 | 869,694 | 4,396,400 | 5,269,794 |
| Poeton Holdings Limited (Registered number: 15259163) |
| Company Statement of Changes in Equity |
| For The Period 3 November 2023 to 31 December 2024 |
| Called up | Fair |
| share | Retained | value | Total |
| capital | earnings | reserve | equity |
| £ | £ | £ | £ |
| Changes in equity |
| Issue of share capital | - | - |
| Total comprehensive income | - |
| Transfer of reserves | - | (1,782,655 | ) | 1,782,655 | - |
| Balance at 31 December 2024 |
| Poeton Holdings Limited (Registered number: 15259163) |
| Consolidated Cash Flow Statement |
| For The Period 3 November 2023 to 31 December 2024 |
| Notes | £ |
| Cash flows from operating activities |
| Cash generated from operations | 1 | 2,464,653 |
| Interest paid | (137 | ) |
| Interest element of hire purchase payments paid |
(1,274 |
) |
| Tax paid | (736,285 | ) |
| Net cash from operating activities | 1,726,957 |
| Cash flows from investing activities |
| Purchase of intangible fixed assets | (12,500 | ) |
| Purchase of tangible fixed assets | (1,214,276 | ) |
| Sale of investment property | 714,090 |
| Acquisition of subsidiary, net of cash | 418,409 |
| Interest received | 1,022 |
| Net cash from investing activities | (93,255 | ) |
| Cash flows from financing activities |
| Capital repayments in year | (9,519 | ) |
| Amount introduced by directors | 37,900 |
| Amount withdrawn by directors | (37,900 | ) |
| Share issue | 3,700 |
| Net cash from financing activities | (5,819 | ) |
| Increase in cash and cash equivalents | 1,627,883 |
| Cash and cash equivalents at beginning of period |
2 |
- |
| Cash and cash equivalents at end of period |
2 |
1,627,883 |
| Poeton Holdings Limited (Registered number: 15259163) |
| Notes to the Consolidated Cash Flow Statement |
| For The Period 3 November 2023 to 31 December 2024 |
| 1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
| £ |
| Profit before taxation | 1,202,439 |
| Depreciation charges | 464,835 |
| Loss on disposal of fixed assets | 80,903 |
| Movement on other provisions | 633,921 |
| Foreign exchange movements | 54,862 |
| Pension contributions | (168,840 | ) |
| Finance costs | 1,411 |
| Finance income | (1,022 | ) |
| 2,268,509 |
| Decrease in stocks | 129,583 |
| Decrease in trade and other debtors | 173,411 |
| Decrease in trade and other creditors | (106,850 | ) |
| Cash generated from operations | 2,464,653 |
| 2. | 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: |
| Period ended 31 December 2024 |
| 31.12.24 | 3.11.23 |
| £ | £ |
| Cash and cash equivalents | 1,627,883 | - |
| 3. | ANALYSIS OF CHANGES IN NET DEBT |
| At 3.11.23 | Cash flow | At 31.12.24 |
| £ | £ | £ |
| Net cash |
| Cash at bank | - | 1,627,883 | 1,627,883 |
| - | 1,627,883 | 1,627,883 |
| Debt |
| Finance leases | - | (10,620 | ) | (10,620 | ) |
| Debts falling due within 1 year | - | (1,470,735 | ) | (1,470,735 | ) |
| Debts falling due after 1 year | - | (2,845,015 | ) | (2,845,015 | ) |
| - | (4,326,370 | ) | (4,326,370 | ) |
| Total | - | (2,698,487 | ) | (2,698,487 | ) |
| Poeton Holdings Limited (Registered number: 15259163) |
| Notes to the Consolidated Financial Statements |
| For The Period 3 November 2023 to 31 December 2024 |
| 1. | STATUTORY INFORMATION |
| Poeton Holdings Limited is a |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| The accounts are the first accounting period for the company from incorporation to 31 December 2024. |
| The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £. |
| Basis of consolidation |
| The group financial statements have been prepared by consolidating the financial statements of the holding company and its subsidiary undertakings as at 31 December 2024. |
| AT Poeton Limited and Poeton Industries Limited has been included in the group financial statements using the purchase method of accounting at the acquisition date. |
| In the group financial statements, the cost of a business combination is at fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes deferred consideration and is adjusted for net present value. |
| Significant judgements and estimates |
| In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. |
| The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods. |
| The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful economic lives and residual values of the assets. The useful economic lives and residual values are re-assessed annually. They are amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and the physical condition of the assets. The remaining useful economic life of the main production plant assets is considered a source of significant estimation uncertainty. |
| The fair value of the investment property is reviewed annually by the directors. An independent valuation was undertaken and the fair value of £4,700,000 was reflected in the period ended 31 December 2024. |
| Poeton Holdings Limited (Registered number: 15259163) |
| Notes to the Consolidated Financial Statements - continued |
| For The Period 3 November 2023 to 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Turnover |
| Turnover is recognised at the fair value of the consideration received or receivable for goods and |
| services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates. |
| Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods) and the amount of revenue can be measured reliably. |
| Rental Income |
| Rental income from the Company's sublet of storage facilities. The Company recognises such revenue on a straight line accruals basis |
| Goodwill |
| Goodwill, being the amount paid in connection with the acquisition of AT Poeton Group, is being amortised evenly over its estimated useful life of 10 years. |
| Intangible assets |
| Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. |
| Tangible fixed assets |
| Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation net of depreciation and any impairment losses. |
| Depreciation is calculated to write off the cost of fixed assets less their residual values over their |
| estimated useful lives at the following rates per annum: |
| Assets under construction | Nil |
| Freehold property | 2% on cost |
| Short leasehold improvements | Over the period of the lease |
| Motor vehicles | 25% - 35% of written down value |
| Plant and Equipment | 10% - 25% straight line |
| Fixtures and Fittings | 10% - 25% straight line |
| No depreciation is charged on freehold land. |
| Investment property |
| Investment property is shown at most recent valuation. Any aggregate surplus or deficit arising from changes in fair value is recognised in profit or loss. |
| Stocks |
| Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to present location and condition. |
| At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss. |
| Poeton Holdings Limited (Registered number: 15259163) |
| Notes to the Consolidated Financial Statements - continued |
| For The Period 3 November 2023 to 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Financial instruments |
| The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' of FRS 102 to all of its financial instruments. |
| Financial instruments are recognised in the company's statement of financial position when the company 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 receivables and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. |
| Other financial assets |
| Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment. |
| Trade debtors, loans and other receivables that have fixed or determinable payments that are not quoted in an active market are classified as 'loans and receivables'. Loans and receivables are measured at amortised cost using the effective interest method, less any impairment. |
| Interest is recognised by applying the effective interest rate, except for short-term receivables when the recognition of interest would be immaterial. The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating the interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the debt instrument to the net carrying amount on initial recognition. |
| Impairment of financial assets |
| Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date. |
| Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. The impairment loss is recognised in profit or loss. |
| Derecognition of financial assets |
| Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity. |
| Poeton Holdings Limited (Registered number: 15259163) |
| Notes to the Consolidated Financial Statements - continued |
| For The Period 3 November 2023 to 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Classification of financial liabilities |
| Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. |
| Basic financial liabilities |
| Basic financial liabilities, including trade and other payables, other loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. |
| Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. |
| Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method. |
| Other financial liabilities |
| Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on .the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless they are included in a hedging arrangement. |
| 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 company after deducting all of its liabilities. |
| Derecognition of financial liabilities |
| Financial liabilities are derecognised when, and only when, the company's obligations are discharged, cancelled, or they expire. |
| Taxation |
| Taxation for the period comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, 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 period 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. |
| Poeton Holdings Limited (Registered number: 15259163) |
| Notes to the Consolidated Financial Statements - continued |
| For The Period 3 November 2023 to 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Research and development |
| Expenditure on research and development is written off in the year in which it is incurred. |
| Pension costs and other post-retirement benefits |
| The cost of providing retirement pensions and related benefits is charged to the profit and loss account over the periods benefiting from the employee's services. Any differences between the charge to the profit and loss account and the contributions paid to the schemes is shown as an asset or liability in the balance sheet. |
| Warranty provision |
| The company provides for the anticipated costs of rectification work on services provided, based upon experience. |
| Agent companies |
| Poeton (Cardiff) Limited, Poeton (Gloucester) Limited and Poeton Aptec Limited act as agents for |
| Poeton Industries Limited and do not trade on their own account. The consolidated accounts of Poeton Holdings Limited include the accounts of Poeton Industries Limited which include the trade of these agent companies. |
| Private sector grants |
| Private sector grants are recognised based on the accrual model and are measured at the fair value of the asset received or receivable.Grants are classified as relating either to revenue or to assets. Grants relating to revenue are recognised in income over the period in which the related costs are recognised. |
| Grants relating to assets are recognised over the expected useful life of the asset. Where part of a |
| grant relating to an asset is deferred, it is recognised as deferred income. |
| 3. | TURNOVER |
| All turnover is generated in the UK. |
| 4. | OTHER OPERATING INCOME |
| £ |
| Rents received | 60,224 |
| Sundry receipts | 15,475 |
| Other grants receivable | 8,198 |
| 83,897 |
| 5. | EMPLOYEES AND DIRECTORS |
| £ |
| Wages and salaries | 5,491,455 |
| Social security costs | 519,600 |
| Other pension costs | 234,901 |
| 6,245,956 |
| Poeton Holdings Limited (Registered number: 15259163) |
| Notes to the Consolidated Financial Statements - continued |
| For The Period 3 November 2023 to 31 December 2024 |
| 5. | EMPLOYEES AND DIRECTORS - continued |
| The average number of employees during the period was as follows: |
| Production | 131 |
| Selling and distribution | 14 |
| Administration and management | 58 |
| Directors | 3 |
| The average number of employees by undertakings that were proportionately consolidated during the period was 204 . |
| £ |
| Directors' remuneration | 279,292 |
| Directors' pension contributions to money purchase schemes | 54,923 |
| Information regarding the highest paid director is as follows: |
| £ |
| Emoluments etc | 145,592 |
| Pension contributions to money purchase schemes | 5,700 |
| 6. | OPERATING PROFIT |
| The operating profit is stated after charging/(crediting): |
| £ |
| Operating lease income | (60,224 | ) |
| Depreciation - owned assets | 347,799 |
| Loss on disposal of fixed assets | 80,903 |
| Goodwill amortisation | 117,035 |
| Auditors' remuneration | 24,333 |
| Auditors' remuneration for non audit work | 18,281 |
| Research and development costs | 400,000 |
| Vehicle leasing costs | 52,679 |
| Rent paid on leased property | 49,059 |
| 7. | EXCEPTIONAL ITEMS |
| £ |
| Redundancy costs | (120,800 | ) |
| 8. | INTEREST PAYABLE AND SIMILAR EXPENSES |
| £ |
| Other interest | 137 |
| Hire purchase | 1,274 |
| 1,411 |
| Poeton Holdings Limited (Registered number: 15259163) |
| Notes to the Consolidated Financial Statements - continued |
| For The Period 3 November 2023 to 31 December 2024 |
| 9. | TAXATION |
| Analysis of the tax charge |
| The tax charge on the profit for the period was as follows: |
| £ |
| Current tax: |
| UK corporation tax | 143,749 |
| Prior year underprovision | 86,103 |
| Total current tax | 229,852 |
| Deferred tax: |
| Origination and reversal of |
| timing differences | 116,893 |
| On pension scheme adjustment | 42,250 |
| Total deferred tax | 159,143 |
| Tax on profit | 388,995 |
| Reconciliation of total tax charge included in profit and loss |
| The tax assessed for the period is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
| £ |
| Profit before tax | 1,202,439 |
| Profit multiplied by the standard rate of corporation tax in the UK of 25 % |
300,610 |
| Effects of: |
| Expenses not deductible for tax purposes | 805 |
| Foreign subsidiary losses | 58,992 |
| Deferred tax not recognised | (814 | ) |
| Prior period underprovision in subsidiary | 86,103 |
| Pension scheme deferred tax | 42,250 |
| Pension contributions | (42,210 | ) |
| Amortisation on goodwill | 29,259 |
| Research and development | (86,000 | ) |
| Total tax charge | 388,995 |
| Tax effects relating to effects of other comprehensive income |
| Gross | Tax | Net |
| £ | £ | £ |
| Actuarial (losses)/gains | 234,000 | (58,500 | ) | 175,500 |
| Return on plan assets (excluding | (159,000 | ) | 39,750 | (119,250 | ) |
| interest income) |
| 75,000 | (18,750 | ) | 56,250 |
| Poeton Holdings Limited (Registered number: 15259163) |
| Notes to the Consolidated Financial Statements - continued |
| For The Period 3 November 2023 to 31 December 2024 |
| 10. | INDIVIDUAL INCOME STATEMENT |
| As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
| 11. | INTANGIBLE FIXED ASSETS |
| Group |
| Goodwill | Licences | Totals |
| £ | £ | £ |
| COST |
| Additions | 1,560,462 | - | 1,560,462 |
| Acquisition of subsidiary | - | 3 | 3 |
| At 31 December 2024 | 1,560,462 | 3 | 1,560,465 |
| AMORTISATION |
| Amortisation for period | 117,035 | - | 117,035 |
| At 31 December 2024 | 117,035 | - | 117,035 |
| NET BOOK VALUE |
| At 31 December 2024 | 1,443,427 | 3 | 1,443,430 |
| 12. | TANGIBLE FIXED ASSETS |
| Group |
| Assets |
| Freehold | Short | under |
| property | leasehold | construction |
| £ | £ | £ |
| COST |
| Additions | 5,003,023 | - | 78,029 |
| Disposals | - | - | - |
| Acquisition of subsidiary | - | 24,868 | 153,280 |
| Exchange differences | - | (1,439 | ) | - |
| Reclassification | - | - | (133,281 | ) |
| At 31 December 2024 | 5,003,023 | 23,429 | 98,028 |
| DEPRECIATION |
| Charge for period | - | 2,517 | - |
| Exchange differences | - | (621 | ) | - |
| At 31 December 2024 | - | 1,896 | - |
| NET BOOK VALUE |
| At 31 December 2024 | 5,003,023 | 21,533 | 98,028 |
| Poeton Holdings Limited (Registered number: 15259163) |
| Notes to the Consolidated Financial Statements - continued |
| For The Period 3 November 2023 to 31 December 2024 |
| 12. | TANGIBLE FIXED ASSETS - continued |
| Group |
| Fixtures |
| Plant & | and | Motor |
| equipment | fittings | vehicles | Totals |
| £ | £ | £ | £ |
| COST |
| Additions | 834,084 | - | 12,736 | 5,927,872 |
| Disposals | (6,000 | ) | - | - | (6,000 | ) |
| Acquisition of subsidiary | 2,009,209 | 19,040 | 4,321 | 2,210,718 |
| Exchange differences | (33,494 | ) | (1,033 | ) | - | (35,966 | ) |
| Reclassification | 133,281 | - | - | - |
| At 31 December 2024 | 2,937,080 | 18,007 | 17,057 | 8,096,624 |
| DEPRECIATION |
| Charge for period | 338,604 | 2,357 | 4,321 | 347,799 |
| Exchange differences | (11,399 | ) | (402 | ) | - | (12,422 | ) |
| At 31 December 2024 | 327,205 | 1,955 | 4,321 | 335,377 |
| NET BOOK VALUE |
| At 31 December 2024 | 2,609,875 | 16,052 | 12,736 | 7,761,247 |
| Included in plant and machinery are assets under hire purchase agreements with a net book value of £10,412. Total depreciation charged on these assets is £9,610. |
| Company |
| Plant & | Motor |
| equipment | vehicles | Totals |
| £ | £ | £ |
| COST |
| Additions |
| At 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| 13. | FIXED ASSET INVESTMENTS |
| Company |
| Shares in |
| group |
| undertakings |
| £ |
| COST |
| Additions |
| Impairments | ( |
) |
| At 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| Poeton Holdings Limited (Registered number: 15259163) |
| Notes to the Consolidated Financial Statements - continued |
| For The Period 3 November 2023 to 31 December 2024 |
| 13. | FIXED ASSET INVESTMENTS - continued |
| Class of | % Held |
| Name of undertaking | Share | Direct | Indirect |
| AT Poeton Limited | Holding company | Ordinary | 100% |
| AT Poeton & Son Limited | Dormant | Ordinary | 100% |
| Poeton Industries Limited | Surface Treatment | Ordinary | 100% |
| Poeton Polska Sp.z.o.o. | Surface Treatment | Ordinary | 100% |
| Poeton (Gloucester) Limited | Dormant | Ordinary | 100% |
| Poeton (Cardiff) Limited | Dormant | Ordinary | 100% |
| Poeton Aptec Limited | Dormant | Ordinary | 100% |
| All the above companies are registered in England and Wales, with the exception of Poeton Polska Sp.z.o.o. which is a foreign subsidiary registered in Poland. |
| 14. | INVESTMENT PROPERTY |
| Group |
| Total |
| £ |
| FAIR VALUE |
| Disposals | (788,993 | ) |
| Acquisition of subsidiary | 788,993 |
| At 31 December 2024 | - |
| NET BOOK VALUE |
| At 31 December 2024 | - |
| Company |
| Total |
| £ |
| FAIR VALUE |
| Additions |
| Revaluations | 1,983,518 |
| At 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| Fair value at 31 December 2024 is represented by: |
| £ |
| Valuation in 2024 | 1,983,518 |
| Cost | 2,716,482 |
| 4,700,000 |
| Investment properties were valued on an open market basis on 10 October 2024 by Carter Jonas LLP . |
| Poeton Holdings Limited (Registered number: 15259163) |
| Notes to the Consolidated Financial Statements - continued |
| For The Period 3 November 2023 to 31 December 2024 |
| 15. | STOCKS |
| Group |
| £ |
| Stocks | 21,245 |
| Raw materials and consumables | 306,650 |
| 327,895 |
| 16. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| Group | Company |
| £ | £ |
| Trade debtors | 2,270,847 |
| Amounts owed by group undertakings | - |
| Other debtors | 42,640 |
| Corporation tax recoverable | 19,956 |
| VAT | 3,778 |
| Prepayments and accrued income | 153,145 |
| 2,490,366 |
| 17. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| Group | Company |
| £ | £ |
| Other loans (see note 19) | 1,470,735 |
| Hire purchase contracts (see note 20) | 9,519 |
| Trade creditors | 818,720 |
| Social security and other taxes | 701,354 |
| Other creditors | 4,480 |
| Accruals and deferred income | 925,409 |
| 3,930,217 |
| 18. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
| Group | Company |
| £ | £ |
| Other loans (see note 19) | 2,845,015 |
| Hire purchase contracts (see note 20) | 1,101 |
| 2,846,116 |
| Poeton Holdings Limited (Registered number: 15259163) |
| Notes to the Consolidated Financial Statements - continued |
| For The Period 3 November 2023 to 31 December 2024 |
| 19. | LOANS |
| An analysis of the maturity of loans is given below: |
| Group | Company |
| £ | £ |
| Amounts falling due within one year or | on demand: |
| Other loans | 1,470,735 |
| Amounts falling due between one and | two years: |
| Other loans | 432,732 | 291,262 |
| Amounts falling due between two and | five years: |
| Other loans - 2-5 years | 823,867 |
| Amounts falling due in more than five | years: |
| Repayable by instalments |
| Other loans more 5yrs instal | 1,588,416 | 1,588,416 |
| Included within non-current liabilities is an unsecured, interest free loan totalling £4,103,545, relating to deferred consideration on the acquisition of AT Poeton Limited. The loan is repayable in installments and has been recognised at fair value using a market rate of 3%. |
| 20. | LEASING AGREEMENTS |
| Minimum lease payments fall due as follows: |
| Group |
| Hire |
| purchase |
| contracts |
| £ |
| Net obligations repayable: |
| Within one year | 9,519 |
| Between one and five years | 1,101 |
| 10,620 |
| Group |
| Non- | cancellable | operating | leases |
| £ |
| Within one year | 59,407 |
| Between one and five years | 82,122 |
| In more than five years | 2,000 |
| 143,529 |
| Poeton Holdings Limited (Registered number: 15259163) |
| Notes to the Consolidated Financial Statements - continued |
| For The Period 3 November 2023 to 31 December 2024 |
| 20. | LEASING AGREEMENTS - continued |
| The Group as lessor |
| The group has contracted with lessees for the following future minimum lease payments for sublet income: |
| 31.12.24 |
| £ |
| Within 1 year | 44,500 |
| Between 2 and 5 years | 115,500 |
| 160,000 |
| The Company as lessor |
| The company has contracted with lessees for the following future minimum lease payments for sublet income: |
| 31.12.24 |
| £ |
| Within 1 year | 325,513 |
| Between 2 and 5 years | 640,188 |
| 965,701 |
| 21. | SECURED DEBTS |
| The following secured debts are included within creditors: |
| Group |
| £ |
| Hire purchase contracts | 10,620 |
| Hire purchase liabilities are secured over the assets to which they relate. |
| 22. | PROVISIONS FOR LIABILITIES |
| Group | Company |
| £ | £ |
| Deferred tax | 602,414 | 200,863 |
| Other provisions | 1,141,449 | - |
| Aggregate amounts | 1,743,863 | 200,863 |
| Poeton Holdings Limited (Registered number: 15259163) |
| Notes to the Consolidated Financial Statements - continued |
| For The Period 3 November 2023 to 31 December 2024 |
| 22. | PROVISIONS FOR LIABILITIES - continued |
| Group |
| Deferred | Other |
| tax | provisions |
| £ | £ |
| Provided during period | 116,893 | 845,228 |
| Acquired from subsidiary | 286,482 | 296,220 |
| Deferred tax on valuation gain | 199,039 | - |
| Balance at 31 December 2024 | 602,414 | 1,141,448 |
| Company |
| Deferred |
| tax |
| £ |
| Provided during period |
| Transferred from AT Poeton Ltd | 1,824 |
| Balance at 31 December 2024 |
| As at 31 December 2024, other provisions included in the group are comprised of: |
| 1) A warranty provision totalling £394,858. |
| 2) A property dilapidation provision as per a lease contract expiring in the next 3 years totalling £96,590. |
| 3) A VAT and Duty Provision totalling £650,000. The timing and amount of this settlement is dependent on the resolution of ongoing discussions with HMRC, which are expected to conclude within 12 months. This provision is included as an adjusting post balance sheet event. |
| 23. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal |
| value: | £ |
| Ordinary | £1 | 3,700 |
| Poeton Holdings Limited (Registered number: 15259163) |
| Notes to the Consolidated Financial Statements - continued |
| For The Period 3 November 2023 to 31 December 2024 |
| 24. | RESERVES |
| Group |
| Retained | Share |
| Earnings | Premium | Totals |
| £ | £ | £ |
| Profit for the period | 813,444 | - | 813,444 |
| Cash share issue | - | 4,396,400 | 4,396,400 |
| Return on plan assets | (159,000 | ) | - | (159,000 | ) |
| Actuarial gain on pension schemes | 234,000 | - | 234,000 |
| Deferred tax associated with pension schemes |
(18,750 |
) |
- |
(18,750 |
) |
| As at 31 December 2024 | 869,694 | 4,396,400 | 5,266,094 |
| Company |
| Retained | Fair |
| Earnings | Value | Totals |
| £ | £ | £ |
| Profit for the period | 7,993,837 | - | 7,993,837 |
| Revaluation gain | (1,983,518 | ) | 1,983,518 | - |
| Deferred tax thereon | 200,863 | (200,863 | ) | - |
| As at 31 December 2024 | 6,211,182 | 1,782,655 | 7,993,837 |
| 25. | EMPLOYEE BENEFIT OBLIGATIONS |
| The group operates the following pension schemes:- |
| Poeton Pension Scheme | Defined benefit scheme |
| Poeton Group Flexible Retirement Plan | Defined contribution scheme |
| The defined benefit scheme is self administered and funded to cover future pension liabilities in respect of service up to the balance sheet date. The scheme is subject to an independent valuation at least every three years by a qualified actuary. The employer's contributions paid into the pension schemes during the year were as follows: |
| Poeton Pension Scheme | £168,840 |
| Poeton Group Flexible Retirement Plan | £194,626 |
| The last actuarial valuation for the defined benefit scheme was assessed in accordance with the advice of a professionally qualified actuary and was finalised in October 2024 in respect of the year ended 31 December 2023. |
| The defined benefit scheme was closed to new members in April 2001. On 30 September 2002, the scheme closed and its members ceased to accrue benefit in respect of service from this date. Employed members were transferred to the Poeton Occupational Pension Scheme, with effect from 1 September 2006 this occupational scheme was transferred to a Group Flexible Retirement Plan (Group Personal Pension Plan), both of these schemes are defined contribution. |
| Poeton Holdings Limited (Registered number: 15259163) |
| Notes to the Consolidated Financial Statements - continued |
| For The Period 3 November 2023 to 31 December 2024 |
| 25. | EMPLOYEE BENEFIT OBLIGATIONS - continued |
| The amounts recognised in profit or loss are as follows: |
| Defined |
| benefit |
| pension |
| plans |
| £ |
| Current service cost | - |
| Net interest from net defined benefit asset/liability |
121,000 |
| Past service cost | - |
| 121,000 |
| Actual return on plan assets | (38,000 | ) |
| Changes in the present value of the defined benefit obligation are as follows: |
| Defined |
| benefit |
| pension |
| plans |
| £ |
| Opening defined benefit obligation | 2,824,397 |
| Interest cost | 121,000 |
| Actuarial losses/(gains) | (234,000 | ) |
| Benefits paid (including |
| expenses) | (195,000 | ) |
| 2,516,397 |
| Changes in the fair value of scheme assets are as follows: |
| Defined |
| benefit |
| pension |
| plans |
| £ |
| Opening fair value of scheme assets | 2,765,976 |
| Contributions by employer | 168,840 |
| Interest income on plan assets | 121,000 |
| Benefits paid | (195,000 | ) |
| Return on plan assets (excluding interest income) |
(159,000 |
) |
| 2,701,816 |
| Poeton Holdings Limited (Registered number: 15259163) |
| Notes to the Consolidated Financial Statements - continued |
| For The Period 3 November 2023 to 31 December 2024 |
| 25. | EMPLOYEE BENEFIT OBLIGATIONS - continued |
| The amounts recognised in other comprehensive income are as follows: |
| Defined |
| benefit |
| pension |
| plans |
| £ |
| Return on plan assets (excluding interest income) |
(159,000 |
) |
| Total actuarial gains/(losses) | 234,000 |
| Deferred tax on actuarial gains/(losses) | (18,750 | ) |
| 56,250 |
| The major categories of scheme assets as a percentage of total scheme assets are as follows: |
| Defined |
| Retirement | benefit |
| healthcare | pension |
| plans |
| Bonds | 53.04% |
| Gilts | 46.82% |
| 100.00% |
| PENSION ASSET |
| 31.12.24 |
| £ |
| Closing fair value of plan assets | 2,701,816 |
| Closing present value of obligation | 2,516,397 |
| 185,419 |
| Deferred tax thereon | 46,250 |
| Pension asset/(liability) | 139,169 |
| Principal actuarial assumptions at the balance sheet date (expressed as weighted averages): |
| Discount rate | 5.20% |
| Price inflation (CPI) | 2.70% |
| Pension increases | 3.60% |
| 26. | CAPITAL COMMITMENTS |
| £ |
| Contracted but not provided for in the |
| financial statements | 35,814 |
| 27. | ULTIMATE CONTROLLING PARTY |
| The controlling party is J A Poeton. |