Company registration number 08368496 (England and Wales)
AIREDALE GROUP HOLDINGS LTD
ANNUAL REPORT AND UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
AIREDALE GROUP HOLDINGS LTD
COMPANY INFORMATION
Directors
C J Chadwick
C Thomson
R Ward
Company number
08368496
Registered office
Airedale Mills
Skipton Road
Crosshills
Keighley
West Yorkshire
BD20 7PX
Accountants
Azets
Triune Court
Monks Cross Drive
York
YO32 9GZ
AIREDALE GROUP HOLDINGS LTD
CONTENTS
Page
Directors' report
1
Profit and loss account
2
Balance sheet
3
Statement of changes in equity
4
Notes to the financial statements
5 - 12
AIREDALE GROUP HOLDINGS LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -
The directors present their annual report and financial statements for the year ended 31 December 2024.
Principal activities
The principal activity of the company continued to be that of a holding company.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
C J Chadwick
C Thomson
R Ward
Audit exemption
For the year ended 31 December 2024 the company was entitled to exemption from audit under section 479A of the Companies Act 2006 relating to subsidiary companies. The parent company, Airedale Newco Limited, has put a guarantee in place and the company is consolidated into group accounts which are available from Airedale Mills, Skipton Road, Crosshills, Keighley, West Yorkshire, BD20 7BX.
Small companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.
On behalf of the board
C Thomson
Director
17 July 2025
AIREDALE GROUP HOLDINGS LTD
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
2024
2023
Notes
£
£
Administrative expenses
(1,568,936)
Interest receivable and similar income
4
6,441,257
16,194,222
Interest payable and similar expenses
5
(23,516)
(25,029)
Profit before taxation
6,417,741
14,600,257
Tax on profit
6
12,129
Profit for the financial year
6,429,870
14,600,257
There was no other comprehensive income during the year (2023: £nil).
The profit and loss account has been prepared on the basis that all operations are continuing operations.
AIREDALE GROUP HOLDINGS LTD
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 3 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
8
24,572,234
24,584,690
Current assets
Debtors
10
811,919
Creditors: amounts falling due within one year
11
(303,516)
(4,030,354)
Net current assets/(liabilities)
508,403
(4,030,354)
Total assets less current liabilities
25,080,637
20,554,336
Creditors: amounts falling due after more than one year
12
(250,000)
Net assets
25,080,637
20,304,336
Capital and reserves
Called up share capital
14
17,940
17,940
Profit and loss reserves
25,062,697
20,286,396
Total equity
25,080,637
20,304,336
For the financial year ended 31 December 2024, the company was entitled to exemption from audit under section 479A of the Companies Act 2006 relating to subsidiary companies.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.
These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 17 July 2025 and are signed on its behalf by:
R Ward
Director
Company Registration No. 08368496
AIREDALE GROUP HOLDINGS LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 January 2023
16,590
1,118,601
1,135,191
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
14,600,257
14,600,257
Issue of share capital
1,350
-
1,350
Dividends
7
-
(12,761,263)
(12,761,263)
Credit to equity for equity settled share-based payments
-
528,801
528,801
Other movements
-
16,800,000
16,800,000
Balance at 31 December 2023
17,940
20,286,396
20,304,336
Year ended 31 December 2024:
Profit and total comprehensive income for the year
-
6,429,870
6,429,870
Dividends
7
-
(1,653,569)
(1,653,569)
Balance at 31 December 2024
17,940
25,062,697
25,080,637
AIREDALE GROUP HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 5 -
1
Accounting policies
Company information
Airedale Group Holdings Ltd is a private company limited by shares incorporated in England and Wales. The registered office is Airedale Mills, Skipton Road, Crosshills, Keighley, West Yorkshire, BD20 7PX.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
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 £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
These financial statements are the company's separate financial statements. The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
Airedale Group Holdings Limited is a wholly owned subsidiary of Airedale Newco Limited, the company providing the parent guarantee. The results of Airedale Group Holdings Limited are included in the consolidated financial statements of Airedale Newco Limited which are available from Airedale Mills, Skipton Road, Crosshills, Keighley, West Yorkshire, BD20 7BX.
1.2
Going concern
At the time of approving these financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence and meet its liabilities as they fall due for the foreseeable future for a period for at least twelve months. Accordingly, the directors continue to adopt the going concern basis of accounting in preparing the financial statements.true
1.3
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
AIREDALE GROUP HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 6 -
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.4
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 balance sheet 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 debtors 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. Financial assets classified as receivable within one year are not amortised.
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, which includes creditors are initially measured at transaction price adjusted for 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 payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts 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 creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
1.5
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.6
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
AIREDALE GROUP HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 7 -
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.7
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
2
Judgements and key sources of estimation uncertainty
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.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Management and administration
3
4
AIREDALE GROUP HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 8 -
4
Interest receivable and similar income
2024
2023
£
£
Income from fixed asset investments
Income from shares in group undertakings
6,441,257
16,194,222
5
Interest payable and similar expenses
2024
2023
£
£
Other interest on financial liabilities
23,516
25,029
6
Taxation
2024
2023
£
£
Deferred tax
Origination and reversal of timing differences
(12,129)
The actual (credit)/charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2024
2023
£
£
Profit before taxation
6,417,741
14,600,257
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 23.52%)
1,604,435
3,433,980
Tax effect of expenses that are not deductible in determining taxable profit
369,014
Gains not taxable
(3,808,881)
Group relief
5,887
Dividend income
(1,610,314)
Movement in deferred tax not recognised
(6,250)
Taxation credit for the year
(12,129)
-
7
Dividends
2024
2023
£
£
Interim paid
1,653,569
12,761,263
AIREDALE GROUP HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 9 -
8
Fixed asset investments
2024
2023
Notes
£
£
Investments in subsidiaries
9
24,572,234
24,584,690
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 1 January 2024
24,584,690
Other movement
(12,456)
At 31 December 2024
24,572,234
Carrying amount
At 31 December 2024
24,572,234
At 31 December 2023
24,584,690
9
Subsidiaries
Details of the company's subsidiaries at 31 December 2024 are as follows:
Name of undertaking
Address
Nature of business
Class of
% Held
shares held
Direct
Airedale Chemical Company Limited
1
Trading company
Ordinary
100.00
Airedale Solutions Limited
2
Dormant
Ordinary
100.00
Alutech Surface Treatments Limited
3
Dormant
Ordinary
100.00
D C Cleaning Solutions Limited
4
Dormant
Ordinary
100.00
McCann Chemicals Limited
5
Dormant
Ordinary
100.00
Rigest Trading Limited
6
Dormant
Ordinary
100.00
Rigest Trading (Ireland) Limited
7
Dormant
Ordinary
100.00
Registered office addresses (all UK unless otherwise indicated):
1
Airedale Mills Skipton Road, Cross Hills, Keighley, West Yorkshire, England, BD20 7BX
2
Airedale Mills Skipton Road, Cross Hills, Keighley, West Yorkshire, England, BD20 7BX
3
Airedale Mills Skipton Road, Cross Hills, Keighley, West Yorkshire, England, BD20 7BX
4
Airedale Mills Skipton Road, Cross Hills, Keighley, West Yorkshire, England, BD20 7BX
5
Airedale Mills Skipton Road, Cross Hills, Keighley, West Yorkshire, England, BD20 7BX
6
Airedale Mills Skipton Road, Cross Hills, Keighley, West Yorkshire, England, BD20 7BX
7
BDO Dublin, Block 3, Miesian Plaza, 50-58 Baggot Street Lower, Dublin 2, Ireland, D01 Y754
AIREDALE GROUP HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 10 -
10
Debtors
2024
2023
£
£
Amounts owed by group undertakings
799,790
2024
2023
Amounts falling due after more than one year:
£
£
Deferred tax asset (note 13)
12,129
Total debtors
811,919
Amounts owed by group undertakings are unsecured, interest free and repayable on demand.
11
Creditors: amounts falling due within one year
2024
2023
£
£
Amounts owed to group undertakings
20,000
3,559,983
Deferred consideration
283,516
291,752
Accruals and deferred income
178,619
303,516
4,030,354
Amounts owed to group undertakings are unsecured, interest free and repayable on demand.
Deferred consideration represents amounts owed to the former shareholders of McCann Chemical Limited following the company's acquisition of its share capital. Deferred consideration is unsecured and is due for payment in February 2025. Interest is payable in respect of deferred consideration at a rate of 6% per annum.
12
Creditors: amounts falling due after more than one year
2024
2023
£
£
Deferred consideration
250,000
AIREDALE GROUP HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 11 -
13
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Assets
Assets
2024
2023
Balances:
£
£
Non-trade financial transaction
12,129
-
2024
Movements in the year:
£
Liability at 1 January 2024
-
Credit to profit or loss
(12,129)
Asset at 31 December 2024
(12,129)
The deferred tax asset set out above is expected to reverse within [12 months] and relates to the utilisation of tax losses against future expected profits of the same period.
14
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
A Ordinary shares of 10p each
38,260
38,260
3,826
3,826
B Ordinary shares of 10p each
38,260
38,260
3,826
3,826
C Ordinary shares of 10p each
13,440
13,440
1,344
1,344
D Ordinary shares of 10p each
13,440
13,440
1,344
1,344
G1 Ordinary shares of 10p each
34,000
34,000
3,400
3,400
G2 Ordinary shares of 10p each
14,000
14,000
1,400
1,400
G3 Ordinary shares of 10p each
16,000
16,000
1,600
1,600
G4 Ordinary shares of 10p each
12,000
12,000
1,200
1,200
179,400
179,400
17,940
17,940
Ordinary shares, A Ordinary shares, B Ordinary shares, C Ordinary shares entitle the holder to vote, receive dividends and participate in assets available for a distribution. These shares are not redeemable.
G1 Ordinary shares, G2 Ordinary shares, G3 Ordinary shares and G4 Ordinary shares do not entitle the holder to vote. These shareholders are entitled to receive a dividends and participate in assets available for a distribution. These shares are not redeemable.
AIREDALE GROUP HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 12 -
15
Reserves
Called up share capital
Called up share capital represents the nominal value of the shares issued.
Profit and loss account
The profit and loss account represents cumulative profits or losses, net of dividends paid and other adjustments.
16
Related Party Transactions
The company has taken advantage of the exemption available in section 33.1A of FRS 102, whereby it has not disclosed transactions with the parent company or any wholly owned subsidiary undertakings of the group.
17
Controlling party
As at 31 December 2024, the company is a wholly owned subsidiary of Airedale Newco Limited.
Airedale Newco Limited is the smallest and largest group into which the company is consolidated for the year ended 31 December 2024. Copies of its financial statements can be obtained from its registered office at Airedale Mills, Skipton Road, Crosshills, Keighley, BD20 7BX.
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