Caseware UK (AP4) 2024.0.164 2024.0.164 2024-12-312024-12-312024-12-311false2024-01-011falsefalsefalse 14746623 2024-01-01 2024-12-31 14746623 2023-03-21 2023-12-31 14746623 2024-12-31 14746623 2023-12-31 14746623 c:Director1 2024-01-01 2024-12-31 14746623 c:RegisteredOffice 2024-01-01 2024-12-31 14746623 d:Buildings d:LongLeaseholdAssets 2024-01-01 2024-12-31 14746623 d:MotorVehicles 2024-01-01 2024-12-31 14746623 d:FurnitureFittings 2024-01-01 2024-12-31 14746623 d:ComputerEquipment 2024-01-01 2024-12-31 14746623 d:OtherPropertyPlantEquipment 2024-01-01 2024-12-31 14746623 d:CurrentFinancialInstruments 2024-12-31 14746623 d:CurrentFinancialInstruments 2023-12-31 14746623 d:CurrentFinancialInstruments d:WithinOneYear 2024-12-31 14746623 d:CurrentFinancialInstruments d:WithinOneYear 2023-12-31 14746623 d:ShareCapital 2024-12-31 14746623 d:ShareCapital 2023-03-21 2023-12-31 14746623 d:ShareCapital 2023-12-31 14746623 d:RetainedEarningsAccumulatedLosses 2024-01-01 2024-12-31 14746623 d:RetainedEarningsAccumulatedLosses 2024-12-31 14746623 d:RetainedEarningsAccumulatedLosses 2023-03-21 2023-12-31 14746623 d:RetainedEarningsAccumulatedLosses 2023-12-31 14746623 d:RetainedEarningsAccumulatedLosses 2023-03-21 14746623 c:OrdinaryShareClass1 2024-01-01 2024-12-31 14746623 c:OrdinaryShareClass1 2024-12-31 14746623 c:OrdinaryShareClass1 2023-12-31 14746623 c:OrdinaryShareClass2 2024-01-01 2024-12-31 14746623 c:OrdinaryShareClass2 2024-12-31 14746623 c:OrdinaryShareClass2 2023-12-31 14746623 c:FRS102 2024-01-01 2024-12-31 14746623 c:Audited 2024-01-01 2024-12-31 14746623 c:FullAccounts 2024-01-01 2024-12-31 14746623 c:PrivateLimitedCompanyLtd 2024-01-01 2024-12-31 14746623 d:Subsidiary1 2024-01-01 2024-12-31 14746623 d:Subsidiary1 1 2024-01-01 2024-12-31 14746623 d:Subsidiary2 2024-01-01 2024-12-31 14746623 d:Subsidiary2 1 2024-01-01 2024-12-31 14746623 d:Subsidiary3 2024-01-01 2024-12-31 14746623 d:Subsidiary3 1 2024-01-01 2024-12-31 14746623 c:Consolidated 2024-12-31 14746623 c:ConsolidatedGroupCompanyAccounts 2024-01-01 2024-12-31 14746623 2 2024-01-01 2024-12-31 14746623 6 2024-01-01 2024-12-31 14746623 e:PoundSterling 2024-01-01 2024-12-31 xbrli:shares iso4217:GBP xbrli:pure

Registered number: 14746623










RUSSLAND INVESTMENTS LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

 
RUSSLAND INVESTMENTS LIMITED
 
 
COMPANY INFORMATION


Director
Mr C Ghinn 




Registered number
14746623



Registered office
Unit S
Springhead Enterprise Park

Springhead Road

Northfleet

Kent

DA11 8HJ




Independent auditor
MHA

Victoria Court

17 -21 Ashford Road

Maidstone

Kent

ME14 5DA





 
RUSSLAND INVESTMENTS LIMITED
 

CONTENTS



Page
Group strategic report
 
1 - 2
Director's report
 
3 - 4
Independent auditor's report
 
5 - 8
Consolidated statement of comprehensive income
 
9
Consolidated balance sheet
 
10 - 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 - 16
Consolidated analysis of net debt
 
17
Notes to the financial statements
 
18 - 39


 
RUSSLAND INVESTMENTS LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

Introduction
 
The director presents the strategic report for the period ended 31 December 2024.

Business review
 
The director has undertaken a fair review of the business and some of the details are shown in the paragraphs below.
Russland Investments Limited incorporated on 21 March 2023 and became the parent company of the Fixmart group of companies on 18 September 2023 and therefore this year’s comparatives are for a short period.
Group reconstruction
A group reconstruction was undertaken during the prior period to facilitate the introduction of new shareholders. This resulted in Russland Investments Limited acquiring a 51% controlling interest in the Fixmart group of companies, on the 18 September 2023. The group reconstruction has been accounted for using the purchase method of accounting. The use of merger accounting was prohibited due to a change in the ultimate equity shareholders and an alteration of the non-controlling interests in the net assets of the Group. As the purchase method of accounting has been used these financial statements only include the financial results of the Group from the 18 September 2023 - being the date that control of the Group was obtained.
Business environment
The building services and construction sector is a large sector in the UK, and relies on a secure and efficient supply chain. The Group is constantly refining its performance in order to meet this challenge, and focus on achieving its targets.
Strategy
The Company owns a family owned group which has strong values and holds itself to the highest standards. The business was established in 1977, and the success of the Group to date is rooted in excellent service and stock availability of quality products. The Company strives to meet the demands of its customers, at the same time as targeting high efficiency and sustainability goals.

Page 1

 
RUSSLAND INVESTMENTS LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Principal risks and uncertainties
 
Risk acceptance and risk management is continually monitored by means of a framework of policies, procedures and internal controls. All such policies and procedures are overseen by the board of directors and senior management and are constantly under review to comply with statutory regulations and best practice.
The principal risks to the business are the general economic situation in the United Kingdom, with inflationary pressures and low confidence. The Group continues to offer credit terms to all established customers and the amount of credit offered is continually monitored in order to lessen the effect of any potential defaults, as well as a level of credit insurance in place.
Details of the Group's approach to liquidity and credit risk are given in the directors report.
Development and performance
The results of Russland Investments Ltd are determined by the performance of its trading entity, Fixmart Limited.
As noted in the accounts of Fixmart Ltd, the director regarded 2024 as an encouraging year, despite a decline in performance compared to 2023. This reduction was primarily driven by an 8.2% decrease in steel prices, which had a direct impact on revenue.
The market experienced significant pressure and uncertainty, compounded by the administration of two major contractors, MJ Lonsdale and ISG, which disrupted several projects and led to periods of reduced demand. Nevertheless, the business continued to demonstrate strong underlying financial and strategic resilience, maintaining its commitment to long-term growth through ongoing investment.

Financial key performance indicators
 
The director reported an operating profit of the Group of 12.9% for the year (2023: 5.7%).
The trading subsidiary, Fixmart Limited, reported an operating profit of 16.6% (2023: 21.9%) for the year ended 31 December 2024, continuing a track record of strong performance.
At the year end, the Group had shareholders funds of £13,673,965 (2023: £13,633,149). The director believes the Group's position to be satisfactory, especially as the Group's current assets exceed its current liabilities by £7,813,625 (2023: £7,276,545), having a strong Group current ratio of 4.4 : 1 (2023: 3.8 : 1) at the end of the year.


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



Mr C Ghinn
Director

Date: 24 September 2025

Page 2

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

The director presents his report and the financial statements for the year ended 31 December 2024.

Director's responsibilities statement

The director is responsible for preparing the Group strategic report, the Director's report and the consolidated financial statements in accordance with applicable law and regulations.
 
Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is 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 director is required to:


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

make judgements and accounting estimates that are reasonable and prudent;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue in business.

The director is 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 him to ensure that the financial statements comply with the Companies Act 2006He is 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.

Principal activity

The Group operates as a leading distributor of fixings, fasteners, tools and site consumables to building services trades and supplying fast delivery to construction sites across the South-East of the UK.

Results and dividends

The profit for the year, after taxation and minority interests, amounted to £520,913 (2023 - loss £15,413).

No ordinary dividends were paid. The director does not recommend payment of a further dividend.

Director

The director who served during the year was:

Mr C Ghinn 

Future developments

As stated in the Director’s Report of Fixmart Ltd, its trading subsidiary, the Company continues to perform well and is constantly striving to serve customers with increasing excellent service to enhance performance and customer satisfaction.
The director believes that there is a very strong foundation and have put together a strategic growth plan for the next three years. He will continue to develop the infrastructure to deliver this on plan.

Page 3

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Disclosure of information to auditor

The director at the time when this Director's Report is approved has confirmed that:
 
so far as he is aware, there is no relevant audit information of which the Company and the Group's auditor is unaware, and

he 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 auditor is aware of that information.

Post balance sheet events

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

Auditor

The auditor, MHAwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

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





Mr C Ghinn
Director

Date: 24 September 2025

Page 4

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF RUSSLAND INVESTMENTS LIMITED
 

Opinion


We have audited the financial statements of Russland Investments 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 policiesThe 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 profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's 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 director's 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 director with respect to going concern are described in the relevant sections of this report.


Page 5

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF RUSSLAND INVESTMENTS LIMITED (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditor's report thereon. The director is responsible for the other information contained within the Annual ReportOur 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 Director's 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 Director's 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 Director's 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 director's remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Page 6

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF RUSSLAND INVESTMENTS LIMITED (CONTINUED)


Responsibilities of directors
 

As explained more fully in the Director's responsibilities statement set out on page 3, the director is 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 director determines 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 director is 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 director either intends to liquidate the Group or 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 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:

Enquiry of management and those charged with governance around actual and potential litigation and claims;
Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias;
Reviewing minutes of meetings of those charged with governance; 
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations; and
Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the entity through enquiry and inspection.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


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 Auditor's report.


Page 7

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF RUSSLAND INVESTMENTS LIMITED (CONTINUED)


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 2006Our 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.





Duncan Cochrane-Dyet BSc BFP FCA (Senior Statutory Auditor)
for and on behalf of
MHA
Statutory Auditor
Maidstone, United Kingdom

24 September 2025
MHA is the trading name of MHA Audit Services LLP, a limited liability partnership in England and Wales (registered number OC455542).
Page 8

 
RUSSLAND INVESTMENTS LIMITED
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024

Year ended 31 December 2024
Period 21 March 2023 to 31 December 2023
Note
£
£

  

Turnover
 4 
16,808,127
4,898,621

Cost of sales
  
(11,522,928)
(3,620,886)

Gross profit
  
5,285,199
1,277,735

Administrative expenses
  
(3,122,562)
(1,056,324)

Other operating income
 5 
3,060
55,509

Operating profit
 6 
2,165,697
276,920

Interest receivable and similar income
 10 
88,755
14,113

Interest payable and similar expenses
 11 
(2,175)
(2,118)

Profit before taxation
  
2,252,277
288,915

Tax on profit
 12 
(682,572)
(151,382)

Profit for the financial year
  
1,569,705
137,533

Profit for the year attributable to:
  

Non-controlling interests
  
1,048,792
152,946

Owners of the parent Company
  
520,913
(15,413)

  
1,569,705
137,533

Total comprehensive income for the year attributable to:
  

Non-controlling interest
  
1,048,792
152,946

Owners of the parent Company
  
520,913
(15,413)

  
1,569,705
137,533

There was no other comprehensive income for 2024 (2023: £NIL).

The notes on pages 18 to 39 form part of these financial statements.

Page 9

 
RUSSLAND INVESTMENTS LIMITED
REGISTERED NUMBER: 14746623

CONSOLIDATED BALANCE SHEET
AS AT 31 DECEMBER 2024

2024
2023
Note
£
£

Fixed assets
  

Intangible assets
 13 
5,234,547
5,859,336

Tangible assets
 14 
701,082
636,318

  
5,935,629
6,495,654

Current assets
  

Stocks
 16 
1,790,448
1,686,872

Debtors: amounts falling due within one year
 17 
3,345,282
4,170,591

Cash at bank and in hand
 18 
4,983,878
4,011,095

  
10,119,608
9,868,558

Creditors: amounts falling due within one year
 19 
(2,305,983)
(2,592,013)

Net current assets
  
 
 
7,813,625
 
 
7,276,545

Total assets less current liabilities
  
13,749,254
13,772,199

Creditors: amounts falling due after more than one year
 20 
-
(44,693)

Provisions for liabilities
  

Deferred taxation
 22 
(75,289)
(94,357)

  
 
 
(75,289)
 
 
(94,357)

Net assets
  
13,673,965
13,633,149


Capital and reserves
  

Called up share capital 
 23 
9,846,280
9,846,280

Profit and loss account
 24 
505,500
(15,413)

Equity attributable to owners of the parent Company
  
10,351,780
9,830,867

Non-controlling interests
  
3,322,185
3,802,282

  
13,673,965
13,633,149


Page 10

 
RUSSLAND INVESTMENTS LIMITED
REGISTERED NUMBER: 14746623
    
CONSOLIDATED BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2024

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 24 September 2025.




Mr C Ghinn
Director

The notes on pages 18 to 39 form part of these financial statements.

Page 11

 
RUSSLAND INVESTMENTS LIMITED
REGISTERED NUMBER: 14746623

COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2024

2024
2023
Note
£
£

Fixed assets
  

Investments
 15 
9,846,280
9,846,280

  
9,846,280
9,846,280

Current assets
  

Cash at bank and in hand
 18 
1,238,348
1,312,568

  
1,238,348
1,312,568

Creditors: amounts falling due within one year
 19 
(27,386)
(1,315,670)

Net current assets/(liabilities)
  
 
 
1,210,962
 
 
(3,102)

Total assets less current liabilities
  
11,057,242
9,843,178

  

  

Net assets
  
11,057,242
9,843,178


Capital and reserves
  

Called up share capital 
 23 
9,846,280
9,846,280

Profit and loss account brought forward
  
(3,102)
-

Profit/(loss) for the year

  

1,214,064
(3,102)

Profit and loss account carried forward
  
1,210,962
(3,102)

  
11,057,242
9,843,178


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 24 September 2025.


Mr C Ghinn
Director

The notes on pages 18 to 39 form part of these financial statements.

Page 12

 
RUSSLAND INVESTMENTS 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
Non-controlling interests
Total equity

£
£
£
£
£



Profit for the period
-
(15,413)
(15,413)
152,946
137,533

Dividends
-
-
-
(82,209)
(82,209)

Shares issued during the period
9,846,280
-
9,846,280
-
9,846,280

Acquisition of subsidiary
-
-
-
3,731,545
3,731,545



At 1 January 2024
9,846,280
(15,413)
9,830,867
3,802,282
13,633,149



Profit for the year
-
520,913
520,913
1,048,792
1,569,705

Dividends
-
-
-
(1,528,889)
(1,528,889)


At 31 December 2024
9,846,280
505,500
10,351,780
3,322,185
13,673,965


The notes on pages 18 to 39 form part of these financial statements.

Page 13

 
RUSSLAND INVESTMENTS LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024


Called up share capital
Profit and loss account
Total equity

£
£
£



Loss for the period
-
(3,102)
(3,102)

Shares issued during the period
9,846,280
-
9,846,280



At 1 January 2024
9,846,280
(3,102)
9,843,178



Profit for the year
-
1,214,064
1,214,064


At 31 December 2024
9,846,280
1,210,962
11,057,242


The notes on pages 18 to 39 form part of these financial statements.

Page 14

 
RUSSLAND INVESTMENTS LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024

2024
2023
£
£

Cash flows from operating activities

Profit for the financial year
1,569,705
137,533

Adjustments for:

Amortisation of intangible assets
624,789
179,710

Depreciation of tangible assets
172,748
46,125

Loss on disposal of tangible assets
2,524
(3,231)

Interest paid
2,175
2,118

Interest received
(88,755)
(14,113)

Taxation charge
682,572
151,382

(Increase)/decrease in stocks
(103,576)
388,803

Decrease in debtors
825,309
1,269,479

(Decrease) in creditors
(206,466)
(1,017,773)

Corporation tax (paid)
(763,613)
(241,706)

Net cash generated from operating activities

2,717,412
898,327


Cash flows from investing activities

Purchase of tangible fixed assets
(244,465)
(51,147)

Sale of tangible fixed assets
4,429
11,752

Interest received
88,755
14,113

HP interest paid
(355)
(2,118)

Acquisition of subsidiary
-
2,370,438

Repayment of loans
-
152,780

Net cash from investing activities

(151,636)
2,495,818
Page 15

 
RUSSLAND INVESTMENTS LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024


2024
2023

£
£



Cash flows from financing activities

Other new loans
-
812,500

Repayment of other loans
-
(80,000)

Repayment of/new finance leases
(62,284)
(33,341)

Interest paid
(1,820)
-

Dividends paid to non-controlling interests
(1,528,889)
(82,209)

Net cash used in financing activities
(1,592,993)
616,950

Net increase in cash and cash equivalents
972,783
4,011,095

Cash and cash equivalents at beginning of year
4,011,095
-

Cash and cash equivalents at the end of year
4,983,878
4,011,095


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
4,983,878
4,011,095

4,983,878
4,011,095


The notes on pages 18 to 39 form part of these financial statements.

Page 16

 
RUSSLAND INVESTMENTS 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

4,011,095

972,783

4,983,878

Debt due within 1 year

(400,000)

249,705

(150,295)

Finance leases

(106,978)

62,284

(44,694)


3,504,117
1,284,772
4,788,889

The notes on pages 18 to 39 form part of these financial statements.

Page 17

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

1.


General information

Russland Investments Limited ("the company") is a private limited company domiciled and incorporated in England and Wales. The registered office is Unit S, Springhead Enterprise Park, Springhead Road, Northfleet, Kent, United Kingdom, DA11 8HJ.
The Group consists of Russland Investments Limited and all of its subsidiaries.
The Group operates as a leading distributor of fixings, fasteners, tools and site consumables to building services trades and supplying fast delivery to construction sites across the South-East of the UK.

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 judgement in applying the Group's accounting policies (see note 3).

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.

Group reconstruction
Russland Investments Limited incorporated on 21 March 2023 and was inactive until it became the new parent company of the Fixmart group of companies, on 18 September 2023. The reconstruction was undertaken to facilitate the introduction of new shareholders.
The group reconstruction has been accounted for using the purchase method of accounting. The use of merger accounting was prohibited due to a change in the ultimate equity shareholders and an alteration of the non-controlling interests in the net assets of the Group.
As the purchase method of accounting has been used these financial statements only include the financial results of the Group from the 18 September 2023 - being the date that control of the Group commenced. No comparative financial information has been reported.
The names of the combining entities (other than the reporting entity) are:
 
Fixmart Group UK Limited
Fixmart Group Holdings Limited
Fixmart Group Limited
Fixmart Holdings Limited
Fixmart Limited

Further details of the combining entities, and the fair value of the net assets acquired, are given in note 27 of the financial statements.
 
Page 18

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


2.1
Basis of preparation of financial statements (continued)

Business combinations
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.

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.
In accordance with the transitional exemption available in FRS 102, the Group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102.

 
2.3

Going concern

At the time of approving the financial statements, the director has a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.

Page 19

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP, rounded to the nearest £1.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.

 
2.5

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the Group has transferred the significant risks and rewards of ownership to the buyer;
the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Group will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Page 20

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.6

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

 
2.7

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

 
2.8

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.9

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 21

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.10

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.


 
2.11

Intangible assets

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 the Group's share 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 Consolidated statement of comprehensive income over its useful economic life of 10 years.

 
2.12

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.

Page 22

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


2.12
Tangible fixed assets (continued)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, on a reducing balance basis.

Depreciation is provided on the following basis:

Long-term leasehold property
-
10%
on reducing balance
Motor vehicles
-
25%
on reducing balance
Fixtures and fittings
-
25%
on reducing balance
Computer equipment
-
33%
on reducing balance
Integral plant
-
10%
on reducing balance

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.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.13

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.14

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a weighted average basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.15

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.16

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.

In the Consolidated statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

Page 23

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.17

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.18

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

Page 24

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.19

Financial instruments

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” 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.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

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 the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Page 25

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

3.


Judgements in applying accounting policies and key sources of estimation uncertainty

In the application of the Group's accounting policies, the director is required to make iudgements, 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.
As detailed in note 22 of the financial statements a fair value exercise was undertaken on the net assets values of the acquired subsidiaries. This required the director to exercise his professional judgement, most notably when estimating the fair value of stock and allocating an appropriate profit allowance to the procurement activities undertaken prior to control of the Group being obtained and the selling and distribution activities undertaken post acquisition.


4.


Turnover

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


2024
2023
£
£

Sales of fixings and tools
16,808,127
4,898,621

16,808,127
4,898,621


Analysis of turnover by country of destination:

2024
2023
£
£

United Kingdom
16,808,127
4,898,621

16,808,127
4,898,621



5.


Other operating income

2024
2023
£
£

Other operating income
3,060
55,509

3,060
55,509


Page 26

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

6.


Operating profit

The operating profit is stated after charging:

2024
2023
£
£

Research & development charged as an expense
4,868
-

Exchange differences
(11,094)
68

Other operating lease rentals
1,048
93,704

Depreciation on owned tangible fixed assets
172,748
46,127

Amortisation of intangible assets
624,789
179,710

Profit on disposal of tangible fixed assets
2,524
(3,233)


7.


Auditor's remuneration

During the year, the Group obtained the following services from the Company's auditor:


2024
2023
£
£

Fees payable to the Company's auditor for the audit of the consolidated and parent Company's financial statements
6,950
11,000

Fees payable to the Company's auditor in respect of:

The auditing of accounts of subsidiaries of the Company
30,200
16,000

Page 27

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

8.


Employees

Staff costs, including the director's remuneration, were as follows:


Group
Group
2024
2023
£
£


Wages and salaries
1,819,513
467,660

Social security costs
168,854
41,571

1,988,367
509,231


The average monthly number of employees, including the director, during the year was as follows:



Group
Group
Company
Company
        2024
        2023
        2024
        2023
            No.
            No.
            No.
            No.









Operations
20
17
-
-



Administrative
29
29
-
-



Directors
5
5
1
1

54
51
1
1


9.


Director's remuneration

2024
2023
£
£

Director's emoluments
103,164
88,868

103,164
88,868


All directors and certain senior employees who have authority and responsibility for planning, directing  and controlling activities for the Group are considered to be key management personnel. Total remuneration in respect of these individuals is £103,164 (2023: £88,868).


10.


Interest receivable

2024
2023
£
£


Other interest receivable
88,755
14,113

88,755
14,113

Page 28

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

11.


Interest payable and similar expenses

2024
2023
£
£


Finance leases and hire purchase contracts
355
2,118

Other interest payable
1,820
-

2,175
2,118


12.


Taxation


2024
2023
£
£

Corporation tax


Current tax on profits for the year
701,640
253,874


701,640
253,874


Total current tax
701,640
253,874

Deferred tax


Origination and reversal of timing differences
13,174
(102,492)

Adjustments in respect of prior periods
(32,242)
-

Total deferred tax
(19,068)
(102,492)


Tax on profit
682,572
151,382
Page 29

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
 
12.Taxation (continued)


Factors affecting tax charge for the year/period

The tax assessed for the year/period is higher than (2023 - higher than) the standard rate of corporation tax in the UK of 25% (2023 - 23.5%). The differences are explained below:

2024
2023
£
£


Profit on ordinary activities before tax
2,252,277
288,915


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 23.5%)
563,069
67,895

Effects of:


Tax effect of expenses that are not deductible in determining taxable profit
6,358
9,694

Permanent capital allowances in excess of depreciation
-
26,764

Amortisation on assets not qualifying for tax allowances
149,061
46,924

Fixed asset differences
47
-

Effect of change in corporation tax rate
-
105

Adjustments in respect of prior periods (deferred tax)
(32,242)
-

Other differences leading to an increase in the tax charge
2,893
-

Marginal relief
(469)
-

Movement in deferred tax not recognised
(6,145)
-

Total tax charge for the year/period
682,572
151,382


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 30

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

13.


Intangible assets

Group and Company





Goodwill

£



Cost


At 1 January 2024
6,039,046



At 31 December 2024

6,039,046



Amortisation


At 1 January 2024
179,710


Charge for the year on owned assets
624,789



At 31 December 2024

804,499



Net book value



At 31 December 2024
5,234,547



At 31 December 2023
5,859,336



Page 31

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

14.


Tangible fixed assets

Group






Long-term leasehold property
Motor vehicles
Fixtures and fittings

£
£
£



Cost


At 1 January 2024
-
320,304
259,932


Additions
92,912
129,915
9,928


Disposals
-
(34,626)
-



At 31 December 2024

92,912
415,593
269,860



Depreciation


At 1 January 2024
-
21,101
3,095


Charge for the year on owned assets
9,200
86,664
60,124


Disposals
-
(28,430)
-



At 31 December 2024

9,200
79,335
63,219



Net book value



At 31 December 2024
83,712
336,258
206,641



At 31 December 2023
-
299,203
256,837
Page 32

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

           14.Tangible fixed assets (continued)


Computer equipment
Integral plant
Total

£
£
£



Cost


At 1 January 2024
33,938
51,704
665,878


Additions
8,777
2,933
244,465


Disposals
(2,115)
-
(36,741)



At 31 December 2024

40,600
54,637
873,602



Depreciation


At 1 January 2024
3,808
1,556
29,560


Charge for the year on owned assets
11,464
5,296
172,748


Disposals
(1,358)
-
(29,788)



At 31 December 2024

13,914
6,852
172,520



Net book value



At 31 December 2024
26,686
47,785
701,082



At 31 December 2023
30,130
50,148
636,318

Page 33

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

15.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost


At 1 January 2024
9,846,280



At 31 December 2024
9,846,280





Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

Fixmart Group U.K. Limited
Unit S, Springhead Enterprise Park, Springhead Road, Northfleet, Kent, United Kingdom, DA11 8HJ
Ordinary
51%
Fixmart Limited*
Unit S, Springhead Enterprise Park, Springhead Road, Northfleet, Kent, United Kingdom, DA11 8HJ
Ordinary
51%
Fixmart Group Holdings Limited*
Unit S, Springhead Enterprise Park, Springhead Road, Northfleet, Kent, United Kingdom, DA11 8HJ
Ordinary
51%

*Subsidiary through Fixmart Group U.K. Limited


16.


Stocks

Group
Group
2024
2023
£
£

Goods for resale
1,790,448
1,686,872

1,790,448
1,686,872


Page 34

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

17.


Debtors

Group
Group
2024
2023
£
£


Trade debtors
2,943,065
3,588,721

Other debtors
152,712
438,978

Prepayments and accrued income
249,505
142,892

3,345,282
4,170,591



18.


Cash and cash equivalents

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Cash at bank and in hand
4,983,878
4,011,095
1,238,348
1,312,568

4,983,878
4,011,095
1,238,348
1,312,568



19.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Trade creditors
1,060,553
855,647
-
-

Amounts owed to group undertakings
-
-
5,000
903,398

Corporation tax
359,093
421,066
7,343
-

Other taxation and social security
290,786
313,507
-
-

Obligations under finance lease and hire purchase contracts
44,694
62,285
-
-

Other creditors
181,732
428,435
4,543
400,000

Accruals and deferred income
369,125
511,073
10,500
12,272

2,305,983
2,592,013
27,386
1,315,670


Page 35

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

20.


Creditors: Amounts falling due after more than one year

Group
Group
2024
2023
£
£

Net obligations under finance leases and hire purchase contracts
-
44,693

-
44,693




21.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

Group
Group
2024
2023
£
£

Within one year
44,693
62,285

Between 1-5 years
-
44,693

44,693
106,978

Finance lease payments represent rentals payable by the 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. The average lease term is 3 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

Page 36

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

22.


Deferred taxation


Group



2024


£






At beginning of year
(94,357)


Charged to profit or loss
19,068



At end of year
(75,289)

Company


2024





At beginning of year
-



At end of year
-



Group
Group
2024
2023
£
£

Accelerated capital allowances
(125,106)
(100,767)

Short term timing differences
43,407
-

Revaluations
6,410
6,410

(75,289)
(94,357)


23.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



4,923,140 (2023 - 4,923,140) Ordinary L shares of £1.00 each
4,923,140
4,923,140
4,923,140 (2023 - 4,923,140) Ordinary M shares of £1.00 each
4,923,140
4,923,140

9,846,280

9,846,280


Page 37

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

24.


Reserves

Profit and loss account

The profit and loss account reflects net gains and losses and transactions with owners not recognised elsewhere.


25.


Non-controlling interest

The non-controlling interest holds 49% of the ordinary share capital of Fixmart Group U.K. Limited.


26.


Group reorganisation

The Company undertook a restructuring of its holdings in subsidiaries in 2023 and 2024, whereby the main trading company, Fixmart Limited, was transferred via a sequence of steps from ownership by intermediary holding companies to direct ownership by Fixmart Group UK Limited:
2023
Fixmart Group UK Limited was incorporated as a new intermediary holding company above Fixmart Group Holdings Limited via a share cancellation and reissue. Fixmart Limited was transferred from Fixmart Group Holdings Limited to Fixmart Holdings Limited via a share exchange. Fixmart Holdings Limited was transferred to Fixmart Group UK Limited as a fixed asset investment via a distribution in specie. 
2024
Fixmart Limited was transferred from Fixmart Holdings Limited to the direct ownership of Fixmart Group UK Limited via a dividend in specie. Fixmart Group Holdings Limited,  Fixmart Holdings Limited and Fixmart Group Limited were dissolved.


27.


Related party transactions

Included in debtors falling due within one year are are the following loans to directors of Group undertakings and their connected persons, repayable on demand and on which no interest is charged:
£20,783 (2023: £249,191).
Included in creditors falling due within one year are the following loans, repayable on demand and on which no interest is charged: 
From directors of Group undertakings and their connected persons: £150,295 (2023: £407,480) 
From The Welfare Trust: £117 (2023: 183,252)
In the prior year, the Group transferred the leasehold property to Northfleet Properties Ltd by way of a dividend in specie at a valuation of £1,300,000. Northfleet Properties Ltd is controlled by directors of Fixmart Group UK Limited.
Included within wages is an annual salary of £30,000 (2023: £15,000) paid to the daughter of a director of subsidiary undertakings.

Page 38

 
RUSSLAND INVESTMENTS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

28.


Acquisition of a business


On 18 September 2023 the Group acquired 51% of the issued capital of Fixmart Group UK Limited.


Book Value
Adjustments
Fair Value

Net assets acquired
£
£
£






Intangible assets
80,619
-
80,619

Property, plant and equipment
601,867
(31,862)
570,005

Inventories
1,652,759
422,916
2,075,675

Trade and other receivables
5,592,850
-
5,592,850

Cash and cash equivalents
2,370,438
-
2,370,438

Borrowings
(130,989)
-
(130,989)

Obligations under finance leases
(74,507)
-
(74,507)

Trade and other payables
(1,523,347)
-
(1,523,347

Tax liabilities
(711,515)
-
(711,515)

Provisions
(436,981)
-
(436,981)

Deferred tax
(99,086)
(97,764)
(196,850)






Total identifiable net assets
7,322,108
293,290
7,615,398






Non-controlling interests


(3,731,545)

Goodwill


5,962,427






Total consideration


9,846,280






The consideration was satisfied by:


£






Issue of shares


9,846,280






The names of the combining entities (other than the reporting entity) are:
 
Fixmart Group UK Limited (51% subsidiary of Russland Investments Limited)
Fixmart Group Holdings Limited (wholly owned subsidary of Fixmart Group UK Limited)
Fixmart Group Limited (wholly owned subsidiary of Fixmart Group Holdings Limited)
Fixmart Holdings Limited (wholly owned subsidiary of Fixmart Group UK Limited)
Fixmart Limited (wholly owned subsidiary of Fixmart Group UK Limited)
 
The book values detailed above comprise the five Fixmart companies. The activities of the companies are detailed below:

Fixmart Group UK Limited is a holding company.
Fixmart Group Holdings Limited, Fixmart Group Limited and Fixmart Holdings Limited are currently inactive and not carrying on any trading activities.
Fixmart Limited is the Group's trading entity.


29.


Controlling party

The ultimate controlling party is Mr C Ghinn.

Page 39