Company Registration No. 06338066 (England and Wales)
PDS GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2024
PDS GROUP HOLDINGS LIMITED
COMPANY INFORMATION
Directors
Mr L J Kiely
Mr S D Kiely
Company number
06338066
Registered office
Logistics House
Portway Road
Oldbury
West Midlands
United Kingdom
B69 2BP
Auditor
Ormerod Rutter Limited
The Oakley
Kidderminster Road
Droitwich
Worcestershire
WR9 9AY
Bankers
Lloyds Bank Plc
111 Walsall Street
Wednesbury
WS10 9BY
PDS GROUP HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2 - 3
Independent auditor's report
4 - 6
Statement of comprehensive income
7
Group balance sheet
8
Company balance sheet
9 - 10
Group statement of changes in equity
11
Company statement of changes in equity
12
Group statement of cash flows
13
Notes to the financial statements
14 - 34
PDS GROUP HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 NOVEMBER 2024
- 1 -
The directors present the strategic report for the year ended 30 November 2024.
Fair review of the business
The group's turnover increased during the year from £11,050,793 for the year ended 30th November 2023 to £12,902,443 for the year ended 30th November 2024.
The group made a loss before tax of £61,535 in the year ended 30th November 2024 compared to a profit before tax of £408,390 in 30th November 2023.
The group's net assets have increased from £3,236,762 as at 30th November 2023 to £4,968,671 as at 30th November 2024.
The directors believe that the group is continuing to grow and remains profitable due to the focus on retaining the experienced and highly valuable drivers who continue to deliver an excellent service to customers.
Principal risks and uncertainties
The principal risks to the group is the shortage of skilled drivers in the labour market and increasing fuel costs. The directors will endeavour to monitor the impact of these issues by reviewing financial management information on a regular basis to determine what the impact on cash flow may be and will continue to develop its relationship with the bank to provide ongoing short term and long term finance to the company when needed.
Key performance indicators
The group monitors its performance against a number of criteria. These include the growth in the volume and value of sales, profitability, cash balances and net asset position on the balance sheet.
A gross profit margin of 23% (2023: 27%) has been achieved in the period. The group's balance sheet shows a strong net assets position.
Mr S D Kiely
Director
26 August 2025
PDS GROUP HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 NOVEMBER 2024
- 2 -
The directors present their annual report and financial statements for the year ended 30 November 2024.
Principal activities
The principal activity of the company continued to be that of a holding company and the rental of property to a group company.
The principal activity of the group continued to be that of haulage logistic and transport contractors.
Results and dividends
The results for the year are set out on page 7.
Ordinary dividends were paid amounting to £146,000 (2023 - £145,600). The directors do not recommend payment of a further dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mr L J Kiely
Mr S D Kiely
Future developments
The group has no plans to significantly change the way the company will operate in the future.
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 group and company, 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;
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 group and company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.
PDS GROUP HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2024
- 3 -
Medium-sized companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.
On behalf of the board
Mr S D Kiely
Director
26 August 2025
PDS GROUP HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF PDS GROUP HOLDINGS LIMITED
- 4 -
Opinion
We have audited the financial statements of PDS Group Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 November 2024 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including 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 the parent company's affairs as at 30 November 2024 and of the group's loss 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.
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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent 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 group's and 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.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or 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.
PDS GROUP HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF PDS GROUP HOLDINGS LIMITED
- 5 -
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the 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 parent company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Based on our understanding of the company, we identified the principle risks of non-compliance with laws and regulations including those that have a direct impact on the preparation of financial statements such as the Companies Act 2006, and the extent to which non-compliance might have a material effect on the financial statements. Audit procedures performed included discussions with management, testing of journals, designing and performing audit procedures and challenging assumptions and judgements made by management.
There are inherent limitations in the audit procedures described above. We are likely to become aware of instances of non-compliance with laws and regulations which are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, intentional misstatement or through collusion.
The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
PDS GROUP HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF PDS GROUP HOLDINGS LIMITED
- 6 -
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:
we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or operations of the company and group, including the Companies Act 2006 and taxation legislation and;
we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management
We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
making enquiries of management as to where their knowledge of actual, suspected and alleged fraud;
considering internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations
To address the risk of fraud through management bias and override of controls, we:
performed analytical procedures to identify any unusual transactions or unexpected relationships;
tested journal entries to identify unusual transactions;
assessed whether judgements and assumptions made in determining the accounting estimates set out in note 1 were indicative of potential bias.
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's 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 an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
Peter Ormerod FCA (Senior Statutory Auditor)
For and on behalf of Ormerod Rutter Limited, Statutory Auditor
Chartered Accountants
The Oakley
Kidderminster Road
Droitwich
Worcestershire
WR9 9AY
27 August 2025
PDS GROUP HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 NOVEMBER 2024
- 7 -
2024
2023
Notes
£
£
Turnover
3
12,902,443
11,050,793
Cost of sales
(9,889,422)
(8,100,807)
Gross profit
3,013,021
2,949,986
Administrative expenses
(2,969,034)
(2,463,469)
Exceptional item
5
253,920
Exceptional item
5
(253,920)
Operating profit
4
43,987
486,517
Other interest receivable and similar income
8
1,675
179
Interest payable and similar expenses
9
(107,197)
(78,306)
(Loss)/profit before taxation
(61,535)
408,390
Tax on (loss)/profit
10
20,554
(106,059)
(Loss)/profit for the financial year
27
(40,981)
302,331
Other comprehensive income
Revaluation of tangible fixed assets
25
2,369,000
Tax relating to other comprehensive income
25
(450,110)
Total comprehensive income for the year
1,877,909
302,331
(Loss)/profit for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
The profit and loss account has been prepared on the basis that all operations are continuing operations.
PDS GROUP HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT 30 NOVEMBER 2024
30 November 2024
- 8 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
13
7,742,851
4,409,654
Current assets
Debtors
16
3,797,583
2,804,305
Cash at bank and in hand
537,390
744,243
4,334,973
3,548,548
Creditors: amounts falling due within one year
17
(4,670,143)
(3,302,235)
Net current (liabilities)/assets
(335,170)
246,313
Total assets less current liabilities
7,407,681
4,655,967
Creditors: amounts falling due after more than one year
18
(1,672,110)
(1,113,600)
Provisions for liabilities
Deferred tax liability
21
766,900
305,605
(766,900)
(305,605)
Net assets
4,968,671
3,236,762
Capital and reserves
Called up share capital
23
13,000
13,000
Share premium account
24
196,997
196,997
Revaluation reserve
25
1,918,890
Capital redemption reserve
26
10,213
10,213
Profit and loss reserves
27
2,829,571
3,016,552
Total equity
4,968,671
3,236,762
These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.
The financial statements were approved by the board of directors and authorised for issue on 26 August 2025 and are signed on its behalf by:
26 August 2025
Mr S D Kiely
Director
Company registration number 06338066 (England and Wales)
PDS GROUP HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 30 NOVEMBER 2024
30 November 2024
- 9 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
13
7,742,851
4,409,654
Investments
14
20,410
20,410
7,763,261
4,430,064
Current assets
Debtors
16
1,124,707
816,231
Cash at bank and in hand
123,271
88,660
1,247,978
904,891
Creditors: amounts falling due within one year
17
(1,937,054)
(1,048,453)
Net current liabilities
(689,076)
(143,562)
Total assets less current liabilities
7,074,185
4,286,502
Creditors: amounts falling due after more than one year
18
(1,661,276)
(1,083,155)
Provisions for liabilities
Deferred tax liability
21
766,900
305,605
(766,900)
(305,605)
Net assets
4,646,009
2,897,742
Capital and reserves
Called up share capital
23
13,000
13,000
Share premium account
24
196,997
196,997
Revaluation reserve
25
1,918,890
Capital redemption reserve
26
10,213
10,213
Profit and loss reserves
27
2,506,909
2,677,532
Total equity
4,646,009
2,897,742
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £24,624 (2023 - £282,035 profit).
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.
PDS GROUP HOLDINGS LIMITED
COMPANY BALANCE SHEET (CONTINUED)
AS AT 30 NOVEMBER 2024
30 November 2024
- 10 -
The financial statements were approved by the board of directors and authorised for issue on 26 August 2025 and are signed on its behalf by:
26 August 2025
Mr S D Kiely
Director
Company registration number 06338066 (England and Wales)
PDS GROUP HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 NOVEMBER 2024
- 11 -
Share capital
Share premium account
Revaluation reserve
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
£
Balance at 1 December 2022
13,000
196,997
10,213
2,859,821
3,080,031
Year ended 30 November 2023:
Profit and total comprehensive income
-
-
-
-
302,331
302,331
Dividends
11
-
-
-
-
(145,600)
(145,600)
Balance at 30 November 2023
13,000
196,997
10,213
3,016,552
3,236,762
Year ended 30 November 2024:
Loss for the year
-
-
-
-
(40,981)
(40,981)
Other comprehensive income:
Revaluation of tangible fixed assets
-
-
2,369,000
-
-
2,369,000
Tax relating to other comprehensive income
-
-
(450,110)
-
(450,110)
Total comprehensive income
-
-
1,918,890
-
(40,981)
1,877,909
Dividends
11
-
-
-
-
(146,000)
(146,000)
Balance at 30 November 2024
13,000
196,997
1,918,890
10,213
2,829,571
4,968,671
PDS GROUP HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 NOVEMBER 2024
- 12 -
Share capital
Share premium account
Revaluation reserve
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
£
Balance at 1 December 2022
13,000
196,997
10,213
2,541,098
2,761,308
Year ended 30 November 2023:
Profit and total comprehensive income for the year
-
-
-
-
282,034
282,034
Dividends
11
-
-
-
-
(145,600)
(145,600)
Balance at 30 November 2023
13,000
196,997
10,213
2,677,532
2,897,742
Year ended 30 November 2024:
Profit for the year
-
-
-
-
(24,623)
(24,623)
Other comprehensive income:
Revaluation of tangible fixed assets
-
-
2,369,000
-
-
2,369,000
Tax relating to other comprehensive income
-
-
(450,110)
-
(450,110)
Total comprehensive income
-
-
1,918,890
-
(24,623)
1,894,267
Dividends
11
-
-
-
-
(146,000)
(146,000)
Balance at 30 November 2024
13,000
196,997
1,918,890
10,213
2,506,909
4,646,009
PDS GROUP HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 NOVEMBER 2024
- 13 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
31
922,386
868,609
Interest paid
(107,197)
(78,306)
Income taxes paid
(57,936)
(20,493)
Net cash inflow from operating activities
757,253
769,810
Investing activities
Purchase of tangible fixed assets
(1,801,524)
(784,100)
Proceeds from disposal of tangible fixed assets
94,925
50,433
Interest received
1,675
179
Net cash used in investing activities
(1,704,924)
(733,488)
Financing activities
Repayment of bank loans
163,372
(188,618)
Payment of finance leases obligations
723,446
182,051
Dividends paid to equity shareholders
(146,000)
(145,600)
Net cash generated from/(used in) financing activities
740,818
(152,167)
Net decrease in cash and cash equivalents
(206,853)
(115,845)
Cash and cash equivalents at beginning of year
744,243
860,088
Cash and cash equivalents at end of year
537,390
744,243
PDS GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 NOVEMBER 2024
- 14 -
1
Accounting policies
Company information
PDS Group Holdings Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales.
The registered office is Logistics House, Portway Road, Oldbury, West Midlands, B69 2BP.
The group consists of PDS Group Holdings Limited and all of its subsidiaries.
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 £1.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
1.2
Basis of consolidation
In the parent company financial statements, the cost of a business combination is the 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 the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.
Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.
The consolidated group financial statements consist of the financial statements of the parent company PDS Group Holdings Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.
All financial statements are made up to 30 November 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.
PDS GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2024
1
Accounting policies
(Continued)
- 15 -
1.3
Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.4
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for 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.
When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.
1.5
Intangible fixed assets - goodwill
Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 20 years.
For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.
1.6
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Computer software
33% on cost
1.7
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.
PDS GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2024
1
Accounting policies
(Continued)
- 16 -
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Freehold land and buildings
2% on cost
Freehold property improvements
5% on cost
Fixtures and fittings
33% on cost and 15% on reducing balance
Computer equipment
33% on cost
Motor vehicles
25% on reducing balance
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.
1.8
Fixed asset investments
Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.
In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
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 group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.
Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.
In the parent company financial statements, investments in associates are accounted for at cost less impairment.
Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.9
Impairment of fixed assets
At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
PDS GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2024
1
Accounting policies
(Continued)
- 17 -
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.10
Cash at bank and in hand
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.11
Financial instruments
The group 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 group's balance sheet when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and 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 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. Financial assets classified as receivable within one year are not amortised.
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.
PDS GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2024
1
Accounting policies
(Continued)
- 18 -
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. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal 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 are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
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 group after deducting all of its liabilities.
Basic financial liabilities, including creditors, bank 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 payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
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.
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 hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Derecognition of financial liabilities
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
PDS GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2024
1
Accounting policies
(Continued)
- 19 -
1.12
Equity instruments
Equity instruments issued by the group 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 group.
1.13
Derivatives
Derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently remeasured to fair value at each reporting end date. The resulting gain or loss is recognised in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship.
A derivative with a positive fair value is recognised as a financial asset, whereas a derivative with a negative fair value is recognised as a financial liability.
1.14
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
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 group’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 if, and only if, there is 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.
1.15
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.
1.16
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
PDS GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2024
1
Accounting policies
(Continued)
- 20 -
1.17
Leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
1.18
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation are included in the profit and loss account for the period, except where they relate to overseas subsidiaries or associates which are instead included in other comprehensive income.
2
Judgements and key sources of estimation uncertainty
In the application of the group’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.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Depreciation of tangible fixed assets
The carrying value of tangible fixed assets is dependent on both the annual depreciation charge and any provisions for impairment.
The annual depreciation charge for tangible fixed assets is sensitive to changes in useful economic lives, which are reassessed annually, is based on physical condition, economic utilisation, schedule of repairs and renovation and, where relevant, technical advancements.
The accounting policies for depreciation of tangible fixed assets can be found in note 1 and the carrying value of tangible fixed assets can be found in note 13.
PDS GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2024
- 21 -
3
Turnover and other revenue
An analysis of the group's turnover is as follows:
2024
2023
£
£
Turnover analysed by class of business
Haulage and warehouse services
12,902,443
11,050,793
2024
2023
£
£
Other revenue
Interest income
1,675
179
4
Operating profit
2024
2023
£
£
Operating profit for the year is stated after charging:
Exchange losses
18,983
3,058
Depreciation of owned tangible fixed assets
245,275
205,050
Depreciation of tangible fixed assets held under finance leases
459,864
275,727
Loss on disposal of tangible fixed assets
37,263
49,786
Amortisation of intangible assets
-
7,792
Operating lease charges
1,062,780
763,881
5
Exceptional item
2024
2023
£
£
Exceptional income
(253,920)
-
Exceptional costs
253,920
-
-
-
During the year the company entered into a new client contract, as part of which it was agreed to TUPE staff to Panic Deliveries Limited. Following the TUPE, Panic Deliveries Limited incurred redundancy costs totalling £253,920. The client reimbursed Panic Deliveries Limited the full amount of these payments.
6
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
4,460
4,185
Audit of the financial statements of the company's subsidiaries
10,925
10,210
15,385
14,395
PDS GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2024
- 22 -
7
Employees
The average monthly number of persons (including directors) employed by the group and company during the year was:
Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
Employees
125
114
0
0
Their aggregate remuneration comprised:
Group
Company
2024
2023
2024
2023
£
£
£
£
Wages and salaries
4,368,324
3,494,048
Social security costs
455,765
333,510
-
-
Pension costs
104,738
87,799
4,928,827
3,915,357
Within the group, a further £253,920 of staff costs incurred in 2024 have been included within exceptional costs, note 5.
8
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
7
179
Other interest income
1,668
-
Total income
1,675
179
Disclosed on the profit and loss account as follows:
Other interest receivable and similar income
1,675
179
1,675
179
Investment income includes the following:
Interest on financial assets not measured at fair value through profit or loss
7
179
PDS GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2024
- 23 -
9
Interest payable and similar expenses
2024
2023
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
36,125
44,781
Other finance costs:
Interest on finance leases and hire purchase contracts
70,241
33,526
Other interest
831
(1)
Total finance costs
107,197
78,306
10
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
57,099
Adjustments in respect of prior periods
(31,615)
(4,642)
Total current tax
(31,615)
52,457
Deferred tax
Origination and reversal of timing differences
11,061
53,602
Total tax (credit)/charge
(20,554)
106,059
The actual (credit)/charge for the year can be reconciled to the expected (credit)/charge for the year based on the profit or loss and the standard rate of tax as follows:
2024
2023
£
£
(Loss)/profit before taxation
(61,535)
408,390
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 19.00% (2023: 23.00%)
(11,692)
93,930
Tax effect of expenses that are not deductible in determining taxable profit
170,641
9,887
Tax effect of income not taxable in determining taxable profit
(318)
(117)
Unutilised tax losses carried forward
2,600
Change in unrecognised deferred tax assets
(124)
Adjustments in respect of prior years
(31,615)
(4,611)
Permanent capital allowances in excess of depreciation
6,970
Other timing differences
(161,231)
Change in deferred tax liabilities
11,185
Taxation (credit)/charge
(20,554)
106,059
PDS GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2024
10
Taxation
(Continued)
- 24 -
In addition to the amount charged to the profit and loss account, the following amounts relating to tax have been recognised directly in other comprehensive income:
2024
2023
£
£
Deferred tax arising on:
Revaluation of property
450,110
-
11
Dividends
2024
2023
Recognised as distributions to equity holders:
£
£
Final paid
146,000
145,600
12
Intangible fixed assets
Group
Goodwill
Computer software
Total
£
£
£
Cost
At 1 December 2023 and 30 November 2024
110,000
24,812
134,812
Amortisation and impairment
At 1 December 2023 and 30 November 2024
110,000
24,812
134,812
Carrying amount
At 30 November 2024
At 30 November 2023
Company
Computer software
£
Cost
At 1 December 2023 and 30 November 2024
24,812
Amortisation and impairment
At 1 December 2023 and 30 November 2024
24,812
Carrying amount
At 30 November 2024
At 30 November 2023
PDS GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2024
- 25 -
13
Tangible fixed assets
Group
Freehold land and buildings
Freehold property improvements
Fixtures and fittings
Computer equipment
Motor vehicles
Total
£
£
£
£
£
£
Cost or valuation
At 1 December 2023
3,588,840
129,222
626,311
94,689
2,227,691
6,666,753
Additions
32,399
238,686
82,490
1,447,949
1,801,524
Disposals
(4,250)
(497,821)
(502,071)
Revaluation
1,400,000
1,400,000
At 30 November 2024
4,988,840
161,621
860,747
177,179
3,177,819
9,366,206
Depreciation and impairment
At 1 December 2023
1,004,876
26,031
316,020
63,749
846,423
2,257,099
Depreciation charged in the year
92,777
7,224
62,725
27,577
514,836
705,139
Eliminated in respect of disposals
(1,326)
(368,557)
(369,883)
Revaluation
(969,000)
(969,000)
At 30 November 2024
128,653
33,255
377,419
91,326
992,702
1,623,355
Carrying amount
At 30 November 2024
4,860,187
128,366
483,328
85,853
2,185,117
7,742,851
At 30 November 2023
2,583,964
103,191
310,291
30,940
1,381,268
4,409,654
PDS GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2024
13
Tangible fixed assets
(Continued)
- 26 -
Company
Freehold land and buildings
Freehold property improvements
Fixtures and fittings
Computer equipment
Motor vehicles
Total
£
£
£
£
£
£
Cost or valuation
At 1 December 2023
3,588,840
129,222
626,311
94,689
2,227,691
6,666,753
Additions
32,399
238,686
82,490
1,447,949
1,801,524
Disposals
(4,250)
(497,821)
(502,071)
Revaluation
1,400,000
1,400,000
At 30 November 2024
4,988,840
161,621
860,747
177,179
3,177,819
9,366,206
Depreciation and impairment
At 1 December 2023
1,004,876
26,031
316,020
63,749
846,423
2,257,099
Depreciation charged in the year
92,777
7,224
62,725
27,577
514,836
705,139
Eliminated in respect of disposals
(1,326)
(368,557)
(369,883)
Revaluation
(969,000)
(969,000)
At 30 November 2024
128,653
33,255
377,419
91,326
992,702
1,623,355
Carrying amount
At 30 November 2024
4,860,187
128,366
483,328
85,853
2,185,117
7,742,851
At 30 November 2023
2,583,964
103,191
310,291
30,940
1,381,268
4,409,654
The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.
Group
Company
2024
2023
2024
2023
£
£
£
£
Motor vehicles
2,163,223
776,896
2,163,223
776,896
Land and buildings with a carrying amount of £2,431,000 were revalued to £4,800,000 as at 21 February 2024 by Carter Jonas LLP, independent valuers not connected with the company on the basis of market value. The valuation conforms to International Valuation Standards and was based on recent market transactions on arm's length terms for similar properties.
The revaluation surplus is disclosed in note 25.
If revalued assets were stated on a historical cost basis, the carrying amounts for the group and company would have been approximately £2,380,000 (2023 - £2,448,000), being cost £3,400,000 (2023 - £3,400,000) and depreciation £1,020,000 (2023 - £952,000).
PDS GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2024
- 27 -
14
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
15
20,410
20,410
Movements in fixed asset investments
Company
Shares in group undertakings
£
Cost or valuation
At 1 December 2023 and 30 November 2024
20,410
Carrying amount
At 30 November 2024
20,410
At 30 November 2023
20,410
15
Subsidiaries
Details of the company's subsidiaries at 30 November 2024 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Panic Deliveries Limited
England & Wales
ordinary A, B & C
100.00
PDS Direct Limited
England & Wales
ordinary
100.00
The registered office of both Panic Deliveries Limited and PDS Direct Limited is Logistics House, Portway Road, Oldbury, West Midlands, B69 2BP.
16
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
2,964,463
1,981,260
35,922
6,300
Corporation tax recoverable
32,452
Amounts owed by group undertakings
-
-
604,474
353,377
Other debtors
612,948
653,887
330,877
325,423
Prepayments and accrued income
187,363
168,925
153,434
131,131
3,797,226
2,804,072
1,124,707
816,231
Deferred tax asset (note 21)
357
233
3,797,583
2,804,305
1,124,707
816,231
PDS GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2024
- 28 -
17
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans and overdrafts
19
135,592
182,905
115,592
162,905
Obligations under finance leases
20
888,615
512,994
888,615
512,994
Trade creditors
774,769
523,989
75,759
70,836
Amounts due to group undertakings
826,012
286,783
Corporation tax payable
57,099
Other taxation and social security
404,058
280,869
-
-
Other creditors
2,370,173
1,664,478
184
Accruals and deferred income
96,936
79,901
30,892
14,935
4,670,143
3,302,235
1,937,054
1,048,453
18
Creditors: amounts falling due after more than one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans and overdrafts
19
789,252
578,567
778,418
548,122
Obligations under finance leases
20
882,858
535,033
882,858
535,033
1,672,110
1,113,600
1,661,276
1,083,155
19
Loans and overdrafts
Group
Company
2024
2023
2024
2023
£
£
£
£
Bank loans
924,844
761,472
894,010
711,027
Payable within one year
135,592
182,905
115,592
162,905
Payable after one year
789,252
578,567
778,418
548,122
Lloyds Bank and Lloyds Bank Commercial Finance both hold fixed and floating charges over all assets and operations of the company. Lloyds Bank also holds a guarantee and set off agreement whereby that any cash held by the company with Lloyds Bank is used as security against the loans of other group companies with Lloyds Bank.
PDS GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2024
- 29 -
20
Finance lease obligations
Group
Company
2024
2023
2024
2023
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
888,615
512,994
888,615
512,994
In two to five years
882,858
535,033
882,858
535,033
1,771,473
1,048,027
1,771,473
1,048,027
Finance lease payments represent rentals payable by the company or group for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.
21
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
Liabilities
Liabilities
Assets
Assets
2024
2023
2024
2023
Group
£
£
£
£
Accelerated capital allowances
316,790
305,605
357
233
Revaluations
450,110
-
-
-
766,900
305,605
357
233
Liabilities
Liabilities
Assets
Assets
2024
2023
2024
2023
Company
£
£
£
£
Accelerated capital allowances
316,790
305,605
-
-
Revaluations
450,110
-
-
-
766,900
305,605
-
-
Group
Company
2024
2024
Movements in the year:
£
£
Liability at 1 December 2023
305,372
305,605
Charge to profit or loss
11,061
11,185
Charge to other comprehensive income
450,110
450,110
Liability at 30 November 2024
766,543
766,900
PDS GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2024
21
Deferred taxation
(Continued)
- 30 -
The deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.
22
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
104,738
87,799
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
23
Share capital
Group and company
2024
2023
Ordinary share capital
£
£
Issued and fully paid
3,250 Ordinary A Shares of £1 each
3,250
3,250
2,600 Ordinary B Shares of £1 each
2,600
2,600
650 Ordinary C Shares of £1 each
650
650
3,250 Ordinary D Shares of £1 each
3,250
3,250
2,600 Ordinary E Shares of £1 each
2,600
2,600
650 Ordinary F Shares of £1 each
650
650
13,000
13,000
All classes of shares rank parri passu in all respects but constitute separate classes of shares.
24
Share premium account
Group
Company
2024
2023
2024
2023
£
£
£
£
At the beginning and end of the year
196,997
196,997
196,997
196,997
The share premium reserve is a statutory, non-distributable reserve formed from the premium paid for shares issued above their nominal value.
PDS GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2024
- 31 -
25
Revaluation reserve
Group
Company
2024
2023
2024
2023
£
£
£
£
At the beginning of the year
Revaluation surplus arising in the year
2,369,000
2,369,000
Deferred tax on revaluation of tangible assets
(450,110)
-
(450,110)
-
At the end of the year
1,918,890
-
1,918,890
-
The revaluation reserve represents the unrealised gain generated on revaluation of freehold land and buildings.
26
Capital redemption reserve
Group
Company
2024
2023
2024
2023
£
£
£
£
At the beginning and end of the year
10,213
10,213
10,213
10,213
The capital redemption reserve is a statutory, non-distributable reserve into which amounts were transferred following the redemption or purchase of the company's own shares.
27
Profit and loss reserves
Group
Company
2024
2023
2024
2023
£
£
£
£
At the beginning of the year
3,016,552
2,859,821
2,677,532
2,541,098
Profit/(loss) for the year
(40,981)
302,331
(24,623)
282,034
Dividends
(146,000)
(145,600)
(146,000)
(145,600)
At the end of the year
2,829,571
3,016,552
2,506,909
2,677,532
PDS GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2024
- 32 -
28
Operating lease commitments
Lessee
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
Group
Company
2024
2023
2024
2023
£
£
£
£
Within one year
1,184,756
796,965
395,402
395,402
Between two and five years
3,322,588
2,470,640
1,581,606
1,581,606
In over five years
823,753
1,219,155
823,753
1,219,155
5,331,097
4,486,760
2,800,761
3,196,163
29
Related party transactions
Transactions with related parties
During the year the group entered into the following transactions with related parties:
Sales
Sales
Purchases
Purchases
2024
2023
2024
2023
£
£
£
£
Group
Entities with control, joint control or significant influence over the group
2,146
9,436
30,570
122,901
The following amounts were outstanding at the reporting end date:
Amounts due to related parties
2024
2023
£
£
Group
Entities with control, joint control or significant influence over the group
387,006
434,203
The following amounts were outstanding at the reporting end date:
Amounts due from related parties
2024
2023
Balance
Balance
£
£
Group
Entities with control, joint control or significant influence over the group
488,872
485,805
Company
Entities with control, joint control or significant influence over the company
205,243
157,970
PDS GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2024
29
Related party transactions
(Continued)
- 33 -
Other information
The company has taken advantage of the exemption under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Ireland' section 33.1 not to disclose related party transactions with wholly owned subsidiaries within the group.
30
Directors' transactions
Dividends totalling £90,500 (2023 - £75,600) were paid in the year in respect of shares held by the company's directors.
31
Cash generated from group operations
2024
2023
£
£
(Loss)/profit after taxation
(40,981)
302,331
Adjustments for:
Taxation (credited)/charged
(20,554)
106,059
Finance costs
107,197
78,306
Investment income
(1,675)
(179)
Loss on disposal of tangible fixed assets
37,263
49,786
Amortisation and impairment of intangible assets
-
7,792
Depreciation and impairment of tangible fixed assets
705,139
480,777
Movements in working capital:
Increase in debtors
(960,702)
(32,611)
Increase/(decrease) in creditors
1,096,699
(123,652)
Cash generated from operations
922,386
868,609
Non-cash transactions
Tangible fixed asset additions acquired under finance leases totalling £1,410,041 (2023 - £621,520) have been treated as non-cash transactions in the consolidated cash flow statement.
32
Analysis of changes in net debt - group
1 December 2023
Cash flows
30 November 2024
£
£
£
Cash at bank and in hand
744,243
(206,853)
537,390
Borrowings excluding overdrafts
(761,472)
(163,372)
(924,844)
Obligations under finance leases
(1,048,027)
(723,446)
(1,771,473)
(1,065,256)
(1,093,671)
(2,158,927)
PDS GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 NOVEMBER 2024
- 34 -
33
Analysis of changes in net debt - company
1 December 2023
Cash flows
30 November 2024
£
£
£
Cash at bank and in hand
88,660
34,611
123,271
Borrowings excluding overdrafts
(711,027)
(182,983)
(894,010)
Obligations under finance leases
(1,048,027)
(723,446)
(1,771,473)
(1,670,394)
(871,818)
(2,542,212)
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