| REGISTERED NUMBER: |
| Strategic Report, |
| Report of the Directors and |
| Financial Statements |
| for the Year Ended 31st December 2024 |
| for |
| CLIMATEC GROUP HOLDINGS |
| LIMITED |
| REGISTERED NUMBER: |
| Strategic Report, |
| Report of the Directors and |
| Financial Statements |
| for the Year Ended 31st December 2024 |
| for |
| CLIMATEC GROUP HOLDINGS |
| LIMITED |
| CLIMATEC GROUP HOLDINGS |
| LIMITED (REGISTERED NUMBER: 12432518) |
| Contents of the Financial Statements |
| for the year ended 31st December 2024 |
| Page |
| Company Information | 1 |
| Strategic Report | 2 |
| Report of the Directors | 4 |
| Report of the Independent Auditors | 6 |
| Profit and Loss Account | 10 |
| Other Comprehensive Income | 11 |
| Balance Sheet | 12 |
| Statement of Changes in Equity | 13 |
| Notes to the Financial Statements | 14 |
| CLIMATEC GROUP HOLDINGS |
| LIMITED |
| Company Information |
| for the year ended 31st December 2024 |
| DIRECTORS: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Chartered Accountants |
| & Statutory Auditors |
| Monometer House |
| Rectory Grove |
| Leigh on Sea |
| Essex |
| SS9 2HN |
| CLIMATEC GROUP HOLDINGS |
| LIMITED (REGISTERED NUMBER: 12432518) |
| Strategic Report |
| for the year ended 31st December 2024 |
| The directors present their strategic report for the year ended 31st December 2024. |
| Business review |
| A change in the company structure and a new holding company mean that these accounts are no longer prepared as consolidated accounts and are instead prepared as single entity accounts as an intermediary parent company. |
| The company still holds direct investment, fully owning all trading group companies, which all posted profits. This has to be seen as a positive but the old adage 'good but could have done better' does spring to mind. |
| The fenestration business in 2024 as a whole did seem to slow down, which could be down to a number of factors, including the current economy and political unrest etc. However, closer to home, the ongoing issues with U values is still raising its head meaning that contract work has not picked up as we would have liked, which ultimately has impacted on our turnover and profitability. |
| We have however, managed in the main, continued to have the support of our regulator customer base and have also managed to pick up new business along the way which all bodes well for the future, especially as we are also looking to invest in new up to date machinery and possible additional space so as to enhance the business further. |
| Principle risks & uncertainties |
| There are several risks and uncertainties that can be highlighted which could cause us problems in the future with the hiring of staff being one of them. Being based in an area of relatively low unemployment means that potential employees can be more selective in what roles they take and this can be challenging at times. |
| The ability to hire good staff along with the cost of leasing affordable space is also key to our business, which are primarily based around our pricing, lead times and quality, all of which are a must if we wish to maintain our place as a leading supplier of upvc and aluminium windows and doors. |
| Government legislation and taxes are also a major concern as these impact markedly on both our profitability and cash-flow, especially when any tax or increases relate to staff, as the group has in excess of 150 employees can be somewhat difficult to manage in keeping staff motivated and committed. |
| It would also be foolish to ignore, as mentioned above, the current economic and political climate and the problems that this could cause with transportation (lead times), utility costs (overheads) and interest rates (borrowing costs) should a major event raise its head. |
| Key performance indicators |
| 2024 saw a downturn in both turnover and profitability although the margins in the main held up relatively well which was aided by our regular monthly monitoring of the costs allowing us to have control and be reactive to any ongoing adverse price movements and increase in expenditure. |
| Staffing costs were a little higher both in cost and in percentage of turnover than we would have liked, which primarily was due to the mandatory government salary increases (living wage and the knock on effect of this), however we did not increase our prices in the financial year to offset this additional expense. |
| Future outlook |
| Hopefully with the U value situation finally reaching its conclusion, contract work, especially in aluminium, should see an increase and with the introduction of new products due to come to the market in the coming year, there is a positive feel about the future. |
| With new machinery on order, this will undoubtedly improve our quality further and we are also actively looking to increase our productivity and lead times by introducing additional staff to our current night shift. We are also seeking much needed additional factory space albeit that this would need to meet our criteria for rent and rates expenditure. |
| CLIMATEC GROUP HOLDINGS |
| LIMITED (REGISTERED NUMBER: 12432518) |
| Strategic Report |
| for the year ended 31st December 2024 |
| Finally, with the way the group is funded, a strong balance sheet, a good order book and knowledgeable staff at the helm, The Climatec Group looks to be in a healthy position to maintain and surpass its current profitability and moving forward we fully expect 2025 to be another decent year of trading for all group companies. |
| ON BEHALF OF THE BOARD: |
| CLIMATEC GROUP HOLDINGS |
| LIMITED (REGISTERED NUMBER: 12432518) |
| Report of the Directors |
| for the year ended 31st December 2024 |
| The directors present their report with the financial statements of the company for the year ended 31st December 2024. |
| DIVIDENDS |
| The total distribution of dividends for the year ended 31st December 2024 will be £ |
| DIRECTORS |
| The directors shown below have held office during the whole of the period from 1st January 2024 to the date of this report. |
| Other changes in directors holding office are as follows: |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES |
| The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations. |
| Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with 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 judgments and accounting estimates that are reasonable and prudent |
| - state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements |
| - 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. |
| 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 ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
| CLIMATEC GROUP HOLDINGS |
| LIMITED (REGISTERED NUMBER: 12432518) |
| Report of the Directors |
| for the year ended 31st December 2024 |
| AUDITORS |
| The auditors, Barrons 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 |
| Climatec Group Holdings |
| Limited |
| Opinion |
| We have audited the financial statements of Climatec Group Holdings Limited (the 'company') for the year ended 31st December 2024 which comprise the Profit and Loss Account, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity 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 31st December 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. |
| Conclusions relating to going concern |
| In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
| Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
| Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
| 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 |
| Climatec Group Holdings |
| 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 four, 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. |
| Report of the Independent Auditors to the Members of |
| Climatec Group Holdings |
| Limited |
| 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: |
| Discussions with and enquiries of management and those charged with governance were held with a view to identifying those laws and regulations that could be expected to have a material impact on the financial statements. During the engagement team briefing, the outcomes of these discussions and enquiries were shared with the team, as well as considerations as to where and how fraud may occur in the entity. |
| The following laws and regulations were identified as being of significance to the entity: |
| - Those laws and regulations considered to have a direct effect on the financial statements include UK financial reporting standards, Company Law, Tax and Pensions legislation, and distributable profits legislation. |
| - Those laws and regulations for which non-compliance may be fundamental to the operating aspects of the business and therefore may have a material effect on the financial statements include operating licence, environmental regulations, health and safety legislation. |
| Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised of; inquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; enquiries with the same concerning any actual or potential litigation or claims; inspection of relevant legal correspondence; testing the appropriateness of journal entries; and the performance of analytical review to identify unexpected movements in account balances which may be indicative of fraud. |
| No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity's controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is unavoidable risk that material misstatements may not be detected, even tough the audit has been planned and performed in accordance with ISAs (UK). |
| 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 |
| Climatec Group Holdings |
| 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. |
| for and on behalf of |
| Chartered Accountants |
| & Statutory Auditors |
| Monometer House |
| Rectory Grove |
| Leigh on Sea |
| Essex |
| SS9 2HN |
| CLIMATEC GROUP HOLDINGS |
| LIMITED (REGISTERED NUMBER: 12432518) |
| Profit and Loss Account |
| for the year ended 31st December 2024 |
| 2024 | 2023 |
| Notes | £ | £ |
| TURNOVER |
| OPERATING PROFIT |
| Income from shares in group undertakings |
| PROFIT BEFORE TAXATION |
| Tax on profit | 4 |
| PROFIT FOR THE FINANCIAL YEAR |
| CLIMATEC GROUP HOLDINGS |
| LIMITED (REGISTERED NUMBER: 12432518) |
| Other Comprehensive Income |
| for the year ended 31st December 2024 |
| 2024 | 2023 |
| Notes | £ | £ |
| PROFIT FOR THE YEAR |
| OTHER COMPREHENSIVE INCOME | - | - |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
| CLIMATEC GROUP HOLDINGS |
| LIMITED (REGISTERED NUMBER: 12432518) |
| Balance Sheet |
| 31st December 2024 |
| 2024 | 2023 |
| Notes | £ | £ | £ | £ |
| FIXED ASSETS |
| Investments | 6 |
| CREDITORS |
| Amounts falling due within one year | 7 |
| NET CURRENT LIABILITIES | ( |
) | ( |
) |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| CAPITAL AND RESERVES |
| Called up share capital | 8 |
| Share premium | 9 |
| SHAREHOLDERS' FUNDS |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| CLIMATEC GROUP HOLDINGS |
| LIMITED (REGISTERED NUMBER: 12432518) |
| Statement of Changes in Equity |
| for the year ended 31st December 2024 |
| Called up |
| share | Retained | Share | Total |
| capital | earnings | premium | equity |
| £ | £ | £ | £ |
| Balance at 1st January 2023 |
| Changes in equity |
| Dividends | - | ( |
) | - | ( |
) |
| Total comprehensive income | - | - |
| Balance at 31st December 2023 |
| Changes in equity |
| Dividends | - | ( |
) | - | ( |
) |
| Total comprehensive income | - | - |
| Balance at 31st December 2024 |
| CLIMATEC GROUP HOLDINGS |
| LIMITED (REGISTERED NUMBER: 12432518) |
| Notes to the Financial Statements |
| for the year ended 31st December 2024 |
| 1. | STATUTORY INFORMATION |
| Climatec Group Holdings Limited is a |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| Financial Reporting Standard 102 - reduced disclosure exemptions |
| The company has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": |
| • | the requirements of Section 7 Statement of Cash Flows. |
| Investments in subsidiaries |
| Investments in subsidiary undertakings are recognised at cost. |
| 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. |
| Creditors |
| Basic financial liabilities, including trade and other creditors, loans from third parties and loans from related parties, 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 payments discounted at a market rate of interest. Such instruments are subsequently carried at amortised cost using effective interest method, less any impairment. |
| 3. | EMPLOYEES AND DIRECTORS |
| There were no staff costs for the year ended 31st December 2024 nor for the year ended 31st December 2023. |
| CLIMATEC GROUP HOLDINGS |
| LIMITED (REGISTERED NUMBER: 12432518) |
| Notes to the Financial Statements - continued |
| for the year ended 31st December 2024 |
| 3. | EMPLOYEES AND DIRECTORS - continued |
| The average number of employees during the year was as follows: |
| 2024 | 2023 |
| Directors |
| 2024 | 2023 |
| £ | £ |
| Directors' remuneration |
| 4. | TAXATION |
| Analysis of the tax charge |
| No liability to UK corporation tax arose for the year ended 31st December 2024 nor for the year ended 31st December 2023. |
| 5. | DIVIDENDS |
| 2024 | 2023 |
| £ | £ |
| ORDINARY A shares of 1p each |
| Interim |
| ORDINARY B shares of 1p each |
| Interim |
| 6. | FIXED ASSET INVESTMENTS |
| Shares in |
| group |
| undertakings |
| £ |
| COST |
| At 1st January 2024 |
| and 31st December 2024 |
| NET BOOK VALUE |
| At 31st December 2024 |
| At 31st December 2023 |
| CLIMATEC GROUP HOLDINGS |
| LIMITED (REGISTERED NUMBER: 12432518) |
| Notes to the Financial Statements - continued |
| for the year ended 31st December 2024 |
| 6. | FIXED ASSET INVESTMENTS - continued |
| The company's investments at the Balance Sheet date in the share capital of companies include the following: |
| Registered office: United Kingdom |
| Nature of business: |
| % |
| Class of shares: | holding |
| 2024 | 2023 |
| £ | £ |
| Aggregate capital and reserves |
| Profit for the year |
| Registered office: United Kingdom |
| Nature of business: |
| % |
| Class of shares: | holding |
| 2024 | 2023 |
| £ | £ |
| Aggregate capital and reserves |
| Profit for the year |
| Registered office: United Kingdom |
| Nature of business: |
| % |
| Class of shares: | holding |
| 2024 | 2023 |
| £ | £ |
| Aggregate capital and reserves |
| Profit for the year |
| 7. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2024 | 2023 |
| £ | £ |
| Amounts owed to group undertakings |
| CLIMATEC GROUP HOLDINGS |
| LIMITED (REGISTERED NUMBER: 12432518) |
| Notes to the Financial Statements - continued |
| for the year ended 31st December 2024 |
| 8. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 2024 | 2023 |
| value: | £ | £ |
| ORDINARY A | 1p | 250 | 250 |
| ORDINARY B | 1p | 750 | 750 |
| 1,000 | 1,000 |
| 9. | RESERVES |
| Retained | Share |
| earnings | premium | Totals |
| £ | £ | £ |
| At 1st January 2024 | 99,000 |
| Profit for the year |
| Dividends | ( |
) | ( |
) |
| At 31st December 2024 | 99,000 |