ACCOUNTS - Final Accounts

Accounting Policy: Turnover on long term contracts
Turnover is recognised to the extent that it is probable that the economic benefits will flow to the group and the turnover can be reliably measured and collection is probable. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.
Turnover on long term contracts is recognised according to the stage of completion at the period end date by deferring or accruing amounts as necessary. The stage of completion is based upon a review of the contract progress and proportion of the total estimated contract value of the costs after accruing for work performed.
Critical accounting estimates and judgements: Contract revenues and costs
Where it is probable the total contract costs will exceed the contract revenues on a construction contract, the expected loss is recognised as an expense immediately with a corresponding provision for the excess costs in accruals. In making their assessment of the total contract costs the directors have considered the probable outcomes arising from potential contractual claims.

An analysis of turnover by class of business is as follows:

Registered number: 14648041

CC223 LIMITED

ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

CC223 LIMITED

COMPANY INFORMATION

Directors	J D Strachan
	S J Hill
	R W A Hare
	M E V Goalen


Registered number	14648041


Registered office	Leytonstone House
	3 Hanbury Drive
	London
	England
	E11 1GA


Independent auditors	Barnes Roffe Audit Limited
	Chartered Accountants Statutory Auditor
	Leytonstone House
	3 Hanbury Drive
	London
	E11 1GA

CC223 LIMITED

CONTENTS

	Page
Group strategic report	1 - 3
Directors' report	4 - 5
Independent auditors' report	6 - 9
Consolidated statement of comprehensive income	10
Consolidated balance sheet	11
Company balance sheet	12
Consolidated statement of changes in equity	13
Company statement of changes in equity	14
Consolidated statement of cash flows	15
Consolidated analysis of net debt	16
Notes to the financial statements	17 - 31

CC223 LIMITED

GROUP STRATEGIC REPORT

FOR THE YEAR ENDED 31 DECEMBER 2024

Business review

The directors report that the group made a loss after tax of £562,766 (2023 - £667,202 profit). This result reflects a year of transition – conscious decisions to mitigate risk, invest in technology and address underlying profitability.

CC223 continues to demonstrate strength in technical delivery and longstanding deep client relationships in the maritime industry.
Risk mitigation
The business discontinued its offshore construction and other turnkey implementation activities during the year. The short-term loss in contribution should be balanced against a diminution in risk. Looking forward an improvement in the quality of income is expected.
Technology Investment
Houlder has dedicated resources to apply the latest in data, coding and computing to model and optimise real world ‘decision support’ challenges in the maritime industry. An example is the assessment of wind assisted propulsion to evaluate efficiency opportunities and equipment suppliers’ claims. Costs incurred have been expensed in 2024 but will support revenue in 2025 and beyond.
Underlying profitability
Losses incurred in H1 2024 were not fully recovered in H2 but management moved to reduce overheads and hence improve underlying profitability. Normalised EBITDA for H2, before one-off restructuring costs, showed a modest profit.
The board recognises that changes in CC223’s key market sectors present significant opportunities for the business, particularly the need to rise to the challenges of a transition to a lower carbon world.

Page 1

CC223 LIMITED

GROUP STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2024

Principal risks and uncertainties

Strategic risks
Two themes prevail in the markets CC223 serves – the transition to low carbon energy production and the decarbonisation of shipping. Each gives rise to challenge and opportunity through which we support our clients with advisory and design services and supported by our inhouse technology. The board continues to direct the development of our capabilities to address growing demand in the maritime industry including its passenger transportation, superyacht and ocean research sectors.
All of those engaged in domestic and international marine activity face significant challenges in meeting evolving taxation and regulatory frameworks driving the energy transition to net zero. This will impact new and existing vessels adding new technologies as they strive to improve fuel efficiency. Clients must balance the investment and technology risk while remaining competitive and compliant. The board is focused on ensuring that the company’s activities evolve to help its clients meet these challenges.
Several geopolitical factors which affected global trade and supply chains during 2024 persist into 2025 such as the war in Ukraine and the insecurity of Red Sea shipping routes. Changes to US policy and their impact on global trade contribute to an uncertain economic environment. Houlder expects to prove resilient despite these headwinds. Increased emphasis on energy security for example will help sustain investment in our key markets. For our clients, however, investment decisions are becoming increasingly complex in the face of market volatility from foreign exchange to commodity prices. Aspects of this complexity are addressed directly by Houlder’s solutions which support technology selection and deployment through evidence-based decision making.
We are confident, however, that we have the financial and operational strength to withstand the various challenges, support our clients through the crises and continue serving them, whilst pursuing our growth plans.
The group will continue to refine its operating model to keep risk and return at acceptable levels.
Financial risks
The group's sales and purchases are denominated mainly in GBP.
Liquidity and cash flow risk are managed through agreeing appropriate payment terms with clients and suppliers.
Operational risks
Operational risks are mitigated by the group's commitment to quality assurance. CC223 is accredited to ISO 9001 and operates under a Business Quality Management System (BQMS).
Project risks
All hazards and risks are evaluated through the project and HSE functions within the group and mitigated using the group’s HSE management systems.

Financial key performance indicators

The directors actively review the monthly management accounts, forecasts, and cash levels as key indicators to monitor the performance of the group.

Page 2

CC223 LIMITED

GROUP STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2024

Other key performance indicators

The group’s BQMS helps formalise a culture of objective setting and performance measurement of a broad range of KPIs including health and safety.
Future developments
The directors continually strive to invest in safety, project management and product development to ensure that the highest level of service is provided to our clients.
Sustainability is at the heart of CC223's business and accordingly the directors are taking steps to baseline and improve its Environmental, Social and Governance (ESG) performance. A plan is in place to chart a path to net zero carbon.

This report was approved by the board on 2 September 2025 and signed on its behalf.

R W A Hare

Director

Page 3

CC223 LIMITED

DIRECTORS' REPORT

FOR THE YEAR ENDED 31 DECEMBER 2024

The directors present their report and the financial statements for the year ended 31 December 2024.

Directors' responsibilities statement

The directors are responsible for preparing the Group strategic report, the Directors' report and the consolidated 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period.

In preparing these financial statements, the directors are required to:

∙select suitable accounting policies for the Group's financial statements and then apply them consistently;

∙make judgments and accounting estimates that are reasonable and prudent;

∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group 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 the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The loss for the year, after taxation, amounted to £562,766 (2023 - profit £572,450).

The directors do not recommend a final dividend.

Directors

The directors who served during the year were:

J D Strachan

S J Hill

R W A Hare

M E V Goalen

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:

∙so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and

∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditors are aware of that information.

Page 4

CC223 LIMITED

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2024

Post balance sheet events

There have been no significant events affecting the Group since the year end.

Auditors

After the year end Barnes Roffe LLP resigned as auditors due to the transfer of its audit business and its successor Barnes Roffe Audit Limited was appointed by the directors under s485 Companies Act 2006.

This report was approved by the board on 2 September 2025 and signed on its behalf.

R W A Hare

Director

Page 5

CC223 LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CC223 LIMITED

Opinion

We have audited the financial statements of CC223 Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2024, which comprise the Consolidated statement of comprehensive income, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

∙give a true and fair view of the state of the Group's and of the parent Company's affairs as at 31 December 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.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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 or the parent Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Page 6

CC223 LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CC223 LIMITED (CONTINUED)

Other information

The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' 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.

Opinion on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

∙the information given in the Group strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

∙the Group 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 its environment obtained in the course of the audit, we have not identified material misstatements in the Group 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 set out on page 4, 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 Group's and the parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or the parent Company or to cease operations, or have no realistic alternative but to do so.

Page 7

CC223 LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CC223 LIMITED (CONTINUED)

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 an Auditors' 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 Group financial statements.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Identifying and assessing potential risks related to irregularities
In identifying and assessing risks of material misstatement in respect of irregularities we considered the following:

∙Obtained an understanding of the nature of the industry and sector, including the legal and regulatory frameworks that the company operates in and how the company is complying with the legal and regulatory frameworks;

∙Enquired of management, and those charged with governance, about their own identification and assessment of the risks of irregularities, including any known actual, suspected or alleged instances of fraud;

∙Discussed matters about non-compliance with laws and regulations and how fraud might occur including assessment of how and where the financial statements may be susceptible to fraud.

Any instances of non-compliance with laws and regulations identified and communicated were considered in our audit approach. The most significant laws and regulations were determined as follows:

∙UK GAAP FRS 102 and Companies Act; and

∙Tax compliance regulations.

Additional audit procedures performed by the audit engagement team included:

∙Review of the financial statement disclosures and testing to supporting documentation;

∙Completion of disclosure checklists to identify areas of non-compliance.

The areas that we identified as being susceptible to material misstatement due to fraud were:

∙Revenue Recognition (including deferred income);

∙Management Override; and

∙Amounts Recoverable on Long Term Contracts.

Audit procedures in response to the identified areas above:

∙Obtaining an understanding of the processes and controls around revenue recognition;

∙Substantively testing revenue via various testing including transactional and cut off;

∙Evaluation of the appropriateness of the accounting policies;

∙Testing the appropriateness of journal entries and other adjustments;

∙Assessing whether the judgements made in making accounting estimates are indicative of a potential bias;

∙Evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

Page 8

CC223 LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CC223 LIMITED (CONTINUED)

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 Auditors' report.

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 an Auditors' 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.

Stuart Moon (Senior statutory auditor)

for and on behalf of

Barnes Roffe Audit Limited

Chartered Accountants
Statutory Auditor

Statutory Auditor

Leytonstone House

3 Hanbury Drive

London

E11 1GA

16 September 2025

Page 9

CC223 LIMITED

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2024

	2024	2023
Note	£	£


Turnover	3	9,420,897	10,942,020
Cost of sales		(6,286,059)	(8,055,621)
Gross profit		3,134,838	2,886,399
Administrative expenses		(3,504,876)	(2,200,985)
Other operating charges		(109,567)	(53,477)
Operating (loss)/profit	4	(479,605)	631,937
Interest receivable and similar income	7	-	14,758
Interest payable and similar expenses	8	(83,161)	(60,000)
(Loss)/profit before taxation		(562,766)	586,695
Tax on (loss)/profit	9	-	(14,245)
(Loss)/profit for the financial year		(562,766)	572,450


Total comprehensive income for the year		(562,766)	572,450

(Loss)/profit for the year attributable to:
Owners of the parent Company		(562,766)	572,450

The notes on pages 17 to 31 form part of these financial statements.

Page 10

CC223 LIMITED

REGISTERED NUMBER: 14648041

CONSOLIDATED BALANCE SHEET

AS AT 31 DECEMBER 2024

		2024		2023
Note		£		£

Fixed assets
Intangible assets	10		93,344		133,340
Tangible assets	11		38,534		74,112
			131,878		207,452
Current assets
Debtors: amounts falling due within one year	13	2,235,844		3,402,203
Cash at bank and in hand	14	253,063		719,040
		2,488,907		4,121,243
Creditors: amounts falling due within one year	15	(1,171,041)		(2,396,185)
Net current assets			1,317,866		1,725,058
Total assets less current liabilities			1,449,744		1,932,510
Creditors: amounts falling due after more than one year	16		(940,000)		(860,000)
Provisions for liabilities
Net assets			509,744		1,072,510

Capital and reserves
Called up share capital	18	500,060	500,060
Profit and loss account	19	9,684	572,450
Equity attributable to owners of the parent Company		509,744	1,072,510

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 2 September 2025.

R W A Hare	S J Hill
Director	Director

The notes on pages 17 to 31 form part of these financial statements.

Page 11

CC223 LIMITED

REGISTERED NUMBER: 14648041

COMPANY BALANCE SHEET

AS AT 31 DECEMBER 2024

	2024	2023
Note	£	£

Fixed assets
Investments	12	7,013,814	8,513,814

Creditors: amounts falling due within one year	15	(7,087,999)	(7,167,999)
Net current liabilities		(7,087,999)	(7,167,999)

Creditors: amounts falling due after more than one year	16	(940,000)	(860,000)

Net (liabilities)/assets		(1,014,185)	485,815

Capital and reserves
Called up share capital	18	500,060	500,060
Profit and loss account brought forward
Loss for the year
Profit and loss account carried forward		(1,514,245)	(14,245)
		(1,014,185)	485,815

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 2 September 2025.

R W A Hare	S J Hill
Director	Director

The notes on pages 17 to 31 form part of these financial statements.

Page 12

CC223 LIMITED

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2024

	Called up share capital	Profit and loss account	Equity attributable to owners of parent Company	Total equity
	£	£	£	£
At 1 January 2024	500,060	572,450	1,072,510	1,072,510
Comprehensive income for the year
Loss for the year	-	(562,766)	(562,766)	(562,766)
At 31 December 2024	500,060	9,684	509,744	509,744

The notes on pages 17 to 31 form part of these financial statements.

Page 13

CC223 LIMITED

COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2024

	Called up share capital	Profit and loss account	Total equity
	£	£	£
At 1 January 2024	500,060	(14,245)	485,815
Comprehensive income for the period
Loss for the year	-	(1,500,000)	(1,500,000)
At 31 December 2024	500,060	(1,514,245)	(1,014,185)

The notes on pages 17 to 31 form part of these financial statements.

Page 14

CC223 LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 DECEMBER 2024

			2024	2023
			£	£

Cash flows from operating activities
(Loss)/profit for the financial year	(562,766)	572,450
Adjustments for:
Amortisation of intangible assets	39,996	29,997
Depreciation of tangible assets	47,651	37,463
Interest paid	83,161	60,000
Interest received	-	(14,758)
Taxation charge	-	14,245
Decrease in debtors	1,166,359	7,623,128
(Decrease)/increase in creditors	(1,130,899)	83,220
Corporation tax (paid)	(14,245)	(661,041)
Net cash generated from operating activities	(370,743)	7,744,704

Cash flows from investing activities
Net cash outflow on acquisition of fixed asset investments	-	(7,460,934)
Purchase of tangible fixed assets	(12,073)	(19,548)
Interest received	-	14,758
Net cash from investing activities	(12,073)	(7,465,724)
Cash flows from financing activities
Issue of ordinary shares	-	500,060
Interest paid	(83,161)	(60,000)
Net cash used in financing activities	(83,161)	440,060
Cash and cash equivalents at beginning of year	719,040	-
Cash and cash equivalents at the end of year	253,063	719,040

Cash and cash equivalents at the end of year comprise:
Cash at bank and in hand	253,063	719,040

The notes on pages 17 to 31 form part of these financial statements.

Page 15

CC223 LIMITED

CONSOLIDATED ANALYSIS OF NET DEBT

FOR THE YEAR ENDED 31 DECEMBER 2024


At 1 January 2024	Cash flows	At 31 December 2024
£	£	£

Cash at bank and in hand

719,040

(465,977)

253,063

The notes on pages 17 to 31 form part of these financial statements.

Page 16

CC223 LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

1.	General information

CC223 Limited ("the company") is a company limited by shares, incorporated in England and Wales. Its registered office is Leytonstone House, 3 Hanbury Drive, London, E11 1GA. The registered number is 14648041.

2.Accounting policies

2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies.

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.

The following principal accounting policies have been applied:

2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.

2.3

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Page 17

CC223 LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

	Turnover from long term contracts	9,420,897	10,942,020

Analysis of turnover by country of destination:

					2024	2023
					£	£

United Kingdom	6,264,310	4,864,199
Rest of Europe	451,452	581,307
Rest of the world	2,705,135	5,496,514
	9,420,897	10,942,020

Page 18

CC223 LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

Auditor's remuneration	20,000	20,000
Exchange differences	22,724	(1,231)
Other operating lease rentals	279,373	199,144
Share-based payment	47,651	37,463
Defined contribution pension cost	421,329	299,469
Amortisation of intangibles	39,996	29,997

Page 19

CC223 LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

5.	Employees
	Accounting Policy: Employees The group provides a range of benefits to employees, including paid holiday arrangements and a defined contribution pension plan. (i) Short term benefits Short term benefits, including holiday pay and other similar non-monetary benefits, are recognised as an expense in the period in which the service is received. (ii) Defined contribution pension plans The group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the group pays fixed contributions into a separate entity. Once the contributions have been paid the group has no further payment obligations. The contributions are recognised as an expense when they are due. Amounts not paid are shown in accruals in the balance sheet. The assets of the plan are held separately from the group in an independently administered fund. (iii) Termination benefits The company is committed, by legislation and/or contractual obligations, to make payments to employees when the group terminates their employment. Such payments are termination benefits. Because termination benefits do not provide the group with future economic benefits, the group recognises these as an expense in the profit and loss account immediately. The group will only recognise termination benefits as a liability and an expense when the company is demonstrably committed to terminate the employment of an employee or group of employees before the normal retirement date. Staff costs were as follows:
		Group	Group
		2024	2023
		£	£


Wages and salaries	4,498,835	2,037,926
Social security costs	519,941	404,990
Other pension costs	421,329	344,786
	5,440,105	2,787,702

The average monthly number of professional and administrative employees, including the directors, during the year was 70.

Page 20

CC223 LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

6.	Directors' remuneration

	During the year retirement benefits were accruing to 4 directors (2023 - 4) in respect of defined contribution pension schemes.
	The highest paid director received remuneration of £144,840 (2023 - £116,464).
	The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £22,760 (2023 - £17,067).

Other interest receivable

14,758

Interest payable and similar charges

83,161

60,000

Page 21

CC223 LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

Corporation tax
Current tax on profits for the year	-	14,245

Total current tax	-	14,245

(Loss)/profit on ordinary activities before tax

(562,766)

586,695

(Loss)/profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 23.52%)	(140,692)	137,991
Effects of:
Expenses not deductible for tax purposes, other than goodwill amortisation and impairment	21,837	45,969
Deferred tax not provided	138,805	-
Tax losses utilised	(19,950)	(169,715)
Total tax charge for the year/period	-	14,245

Page 22

CC223 LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

9.Taxation (continued)

Factors that may affect future tax charges

There were no factors that may affect future tax charges.

10.	Intangible assets
	Accounting policy: Goodwill Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Statement of comprehensive income over its useful economic life. Accounting policy: Other intangible assets Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
	Group and Company

	Development expenditure	Goodwill	Total
	£	£	£
Cost
At 1 January 2024	281,901	163,337	445,238
At 31 December 2024	281,901	163,337	445,238
Amortisation
At 1 January 2024	281,901	29,997	311,898
Charge for the year on owned assets	-	39,996	39,996
At 31 December 2024	281,901	69,993	351,894
Net book value
At 31 December 2024	-	93,344	93,344

Page 23

CC223 LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

11.

Tangible fixed assets

Accounting Policy: Tangible fixed assets
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
Costs incurred directly attributable to plant and equipment where construction is in progress are capitalised. No depreciation is charged on construction in progress. Upon completion the historic cost is transferred to plant and equipment. Cost includes all raw materials and consumables and the direct costs of construction including staff engaged directly in the construction.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the Statement of comprehensive income.
Accounting Policy: Depreciation
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
- Office Equipment - 3 to 10 years straight line.
- Plant & machinery - 2 to 4 years straight line.
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Critical accounting estimates and judgements: Useful economic lives
The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful economic lives and residual values of the assets. The useful economic lives and residual values are reassessed annually. They are amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and the physical condition of the asset.

Page 24

CC223 LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

11.Tangible fixed assets (continued)

	Group

		Fixtures and fittings
		£
	Cost or valuation
	At 1 January 2024	111,575
	Additions	12,073
	At 31 December 2024	123,648
	Depreciation
	At 1 January 2024	37,463
	Charge for the year on owned assets	47,651
	At 31 December 2024	85,114
	Net book value
	At 31 December 2024	38,534

Page 25

CC223 LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

12.	Fixed asset investments

	Company

		Investments in subsidiary companies
		£
	Cost or valuation
	At 1 January 2024	8,513,814
	At 31 December 2024	8,513,814
	Impairment
	Charge for the period	1,500,000
	At 31 December 2024	1,500,000

Summary forecasts have been prepared for the next 5 year’s which show that the carrying value of the investment in the subsidiaries is fully supported in this period.

Direct subsidiary undertaking
The following was a direct subsidiary undertaking of the Company:
Name	Registered office	Class of shares	Holding

Houlder Engineering Group Limited

Leytonstone House, 3 Hanbury Drive, London, England, E11 1GA

Ordinary

100%

Indirect subsidiary undertakings
The following were indirect subsidiary undertakings of the Company:
Name	Registered office	Class of shares	Holding

Houlder Limited	Leytonstone House, 3 Hanbury Drive, London, England, E11 1GA	Ordinary	100%
Hart Fenton & Co Limited	Leytonstone House, 3 Hanbury Drive, London, England, E11 1GA	Ordinary	100%
Seaspeed Marine Consulting Limited	Leytonstone House, 3 Hanbury Drive, London, England, E11 1GA	Ordinary	100%

Page 26

CC223 LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

13.

Debtors

Accounting Policy: Debtors Short term debtors are measured at transaction price, less any impairment. The group only enters into basic financial instruments transactions that result in the recognition of financial assets like trade and other accounts receivable. Debt instruments that are receivable within one year, typically receivables, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration, expected to be received. Critical Accounting Estimates and Judgements: Impairment of Debtors The management make an estimate of the recoverable value of trade and other debtors. When assessing impairment of trade and other debtors, factors including the credit rating of the debtor, the ageing profile of debtors and historical experience are considered. Critical Accounting Estimates and Judgements: Amounts Recoverable on Long Term Contracts The group recognises amounts recoverable on long term contracts based upon estimation of the outcome based on estimated stage of completion, future cost and collectability of billings.
	Group	Group
	2024	2023
	£	£


Trade debtors	1,006,857	1,653,297
Other debtors	342,356	281,758
Amounts recoverable on long-term contracts	886,631	1,467,148
	2,235,844	3,402,203

14.	Cash and cash equivalents
	Accounting Policy: Cash and cash equivalents Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
		Group	Group
		2024	2023
		£	£

	Cash at bank and in hand	253,063	719,040

Page 27

CC223 LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

15.	Creditors: Amounts falling due within one year
	Accounting Policy: Creditors Short term creditors are measured at the transaction price. The company only enters into basic financial instruments transactions that result in the recognition of liabilities like trade and other accounts payable, loans from banks and other third parties, loans to related parties. Debt instruments that are payable within one year, typically trade payables, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration, expected to be paid or received. Critical Accounting Estimates and Judgements: Deferred Income The company defers income net of retentions based on amounts invoiced being in excess of the estimated stage of completion of amounts recoverable on long term contracts.
		Group	Group	Company	Company
		2024	2023	2024	2023
		£	£	£	£

Trade creditors	541,523	846,826	-	-
Amounts owed to group undertakings	-	-	7,087,999	7,153,754
Corporation tax	-	14,245	-	14,245
Other taxation and social security	293,968	347,341	-	-
Other creditors	90,060	181,923	-	-
Accruals and deferred income	245,490	1,005,850	-	-
	1,171,041	2,396,185	7,087,999	7,167,999

16.	Creditors: Amounts falling due after more than one year
		Group	Group	Company	Company
		2024	2023	2024	2023
		£	£	£	£

	Other loans	940,000	860,000	940,000	860,000

Interest is charged on other loans at 10% per annum.

Page 28

CC223 LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

17.	Financial instruments
	Accounting policy: Financial Instruments The group only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other accounts receivable and payable, loans from banks and other third parties, loans to related parties and investments in non-puttable ordinary shares. Debt instruments that are payable or receivable within one year, typically trade payables or receivables, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration, expected to be paid or received. Financial assets that are measured at cost and amortised costs are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment. If objective evidence of impairment is found, and impairment loss is recognised in the Profit and loss account.
		Group	Group	Company	Company
		2024	2023	2024	2023
		£	£	£	£

Financial assets
Financial assets measured at fair value through profit or loss	-	-	8,513,814	8,513,814
Financial assets that are debt instruments measured at amortised cost	1,349,615	1,935,055	-	-

	Financial liabilities
	Financial liabilities measured at amortised cost	1,817,073	2,894,599	800,060	800,060

Allotted, called up and fully paid

500,000 (2023 - 500,000) Ordinary A shares of £1.000 each	500,000	500,000
60,000 (2023 - 60,000) Ordinary B shares of £0.001 each	60	60

	500,060	500,060

Page 29

CC223 LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

19.

Reserves

Profit and loss account

The Profit and loss account consists of distributable reserves arising from cumulative historical profits and losses less any distributions made.

20.	Share-based payments
	Accounting Policy: Share-based payments Share-based payments are recognised when the entity receives goods or services in an share-based payment transaction. Equity settled transactions are measured at the fair value of goods or services received. The company operates one share-based payment scheme for certain employees who are key to the operations of the group. The share options are granted with an exercise price equalling the unrestricted market value of the share at the date of grant and are exercisable on an exit event as defined in the scheme rules. On exercise of the options the company shall issue B ordinary shares of £0.001 per option exercised. The share option shall expire on the tenth anniversary of the grant date. A reconciliation of the share option movements is shown below:
		Weighted average exercise price (pence) 2024	Number 2024

	Outstanding at the beginning of the year	0.025	12,000
	Outstanding at the end of the year	0.025	12,000


	The company is unable to directly measure the fair value of the employee services received. Instead, fair value of the share options granted during the year is determined using an option pricing model (the Black-Scholes model). The total charge for the period was £Nil.

Page 30

CC223 LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

21.	Pension commitments

Accounting Policy: Defined Contribution Pension Plans
The group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the group pays fixed contributions into a separate entity. Once the contributions have been paid the group has no further payment obligations. The contributions are recognised as an expense when they are due. Amounts not paid are shown in accruals in the balance sheet. The assets of the plan are held separately from the group in an independently administered fund.
Defined Contribution Pension Plan
The pension cost represents contributions payable by the company to the fund and amounted to £421,329. Contributions totalling £47,733 were payable to the fund at the balance sheet date.

22.	Commitments under operating leases
	Accounting Policy: Operating Leases Leases that do not transfer all the risk and rewards of ownership are classified as operating leases. Rentals paid under operating leases are charged to the Statement of comprehensive income on a straight line basis over the lease term.
	At 31 December 2024 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
		Group	Group
		2024	2023
		£	£

Not later than 1 year	41,567	43,457
Later than 1 year and not later than 5 years	-	60,587
	41,567	104,044

23.	Related party transactions
	Transactions with group companies are not disclosed by virtue of the exemption claimed under FRS102 paragraph 33.1A. The group publishes consolidated accounts. Other loans include amounts payable to certain directors. During the year interest of £80,000 was charged on the loans, which remains outstanding at the balance sheet date.

24.	Controlling party

The directors are the ultimate controlling party.

Page 31