REGISTERED NUMBER: 04087583 (England and Wales) |
| FREM GROUP LIMITED |
| GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
| AUDITED |
| CONSOLIDATED FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
REGISTERED NUMBER: 04087583 (England and Wales) |
| FREM GROUP LIMITED |
| GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
| AUDITED |
| CONSOLIDATED FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
Page |
Company Information | 1 |
Group Strategic Report | 2 | to | 3 |
Report of the Directors | 4 | to | 5 |
Report of the Independent Auditors | 6 | to | 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 Cash Flow Statement | 15 |
Notes to the Consolidated Cash Flow Statement | 16 | to | 17 |
Notes to the Consolidated Financial Statements | 18 | to | 31 |
FREM GROUP LIMITED |
COMPANY INFORMATION |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
DIRECTORS: |
SECRETARY: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Chartered Accountants |
and Statutory Auditors |
22-24 Harborough Road |
Kingsthorpe |
Northampton |
NN2 7AZ |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
The directors present their strategic report of the company and the group for the year ended 31 December 2024. |
We aim to present a balanced and comprehensive review of the development and performance of our business during the year and its position at the year end. Our review is consistent with the size and non-complex nature of our business and is written in the context of the risks and uncertainties we face. |
REVIEW OF BUSINESS |
We consider that our key performance indicators are those that communicate the financial performance of the group as a whole, these being turnover, return on net assets and profits. |
Group turnover has reduced by £1,664,481 compared to the previous year. The reduction in group turnover results from challenging trading conditions, and the continued impact of group restructuring whereby certain subsidiary companies are now classed as associates and are thus excluded from consolidation except as under equity accounting principles. |
Return on net assets for the year was (15.13%) (2023: 15.4%). Return on net assets is calculated as profit for the year before taxation as a percentage of net assets before deducting minority interests. |
Shareholder funds fell from £2,268,441 to £1,998,401 during the year due to retained losses after dividend. |
The group loss for the year was £330,861 (2023 : £347,094 profit) after tax. |
The directors are satisfied with the results for the year. |
The group recognises that current global issues such as the ongoing conflicts in Ukraine and the Middle East lead to uncertainty as to the future economic climate generally. The directors consider however that the Group is well placed to face the challenges ahead. |
During the year the group closed its dormant subsidiary Screens at Work Group Limited. |
During the year the group acquired a further 7.5% holding in an associate, Race Furniture Limited. Holdings in Associates are accounted for using the equity method. |
The directors are confident of the Group's future trading prospects and growth. |
PRINCIPAL RISKS AND UNCERTAINTIES |
The principal financial risks faced by the company and the group, and their objectives and policies in relation to those risks are as follows. |
CASH FLOW RISK |
The company and the group closely monitor and manage cash flow. Cash flow forecasts are prepared with the objective of alerting the directors to potential future risks. It is the company and the group's policy to ensure that forecast funding requirements can be met from available facilities. |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
CREDIT RISK |
Credit risk is the financial exposure generated by the potential default of third parties in fulfilling their obligations. Credit risk arises for the company and the group if it is unable to recover sums due from customers. Setting maximum levels of credit tolerance for more significant customers and regularly reviewing these levels mitigate this. |
ON BEHALF OF THE BOARD: |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
The directors present their report with the financial statements of the company and the group for the year ended 31 December 2024. |
PRINCIPAL ACTIVITIES |
| The principal activities of the group in the year under review were those of the design, manufacture and distribution of bespoke office furniture, library shelving, mobile storage systems and acoustic products. |
DIVIDENDS |
The total distribution of dividends for the year ended 31 December 2024 will be £ 108,000 . |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report. |
Other changes in directors holding office are as follows: |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and 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 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 company will continue in business. |
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the group's auditors are aware of that information. |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
AUDITORS |
The auditors, Phipps Henson McAllister, will be proposed for re-appointment in accordance with section 485 of the Companies Act 2006. |
ON BEHALF OF THE BOARD: |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
FREM GROUP LIMITED |
Opinion |
| We have audited the financial statements of Frem Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
| In our opinion the financial statements: |
| - | give a true and fair view of the state of the group's and of the parent company 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 UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
Conclusions relating to going concern |
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and 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. |
Other information |
The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
FREM GROUP LIMITED |
Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of the audit: |
- | the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Group Strategic Report and the Report of the Directors 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 Report of the Directors. |
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- | adequate accounting records have not been kept 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 Statement of Directors' Responsibilities set out on page four, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. |
In preparing the financial statements, the directors are responsible for assessing the 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. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
FREM GROUP LIMITED |
Auditors' responsibilities for the audit of the financial statements |
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. |
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
- | We obtained an understanding of the legal and regulatory frameworks applicable to the Group and the parent Company and the sector in which they operate. We determined that the following laws and regulations were most significant: the Companies Act 2006 and UK corporate taxation laws. |
- | We obtained an understanding of how the Group and the parent Company is complying with those legal and regulatory frameworks by making inquiries to the management. We corroborated our inquiries through our review of board minutes and other papers. |
- | We assessed the susceptibility of the Group and the parent Company's financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the Group engagement team included: |
- | identifying and assessing the design effectiveness of controls management has in place to prevent and detect fraud; |
- | understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process; |
- | challenging assumptions and judgments made by management in its significant accounting estimates; |
- | identifying and testing journal entries, in particular any journal entries posted with unusual account combinations; and |
- | assessing the extent of compliance with the relevant laws and regulations. |
These audit procedures were designed to provide reasonable assurance that the financial statements were free from fraud or error. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error and detecting irregularities that result from fraud is inherently more difficult than detecting those that result from an error, as fraud may involve collusion, deliberate concealment, forgery or intentional misrepresentations. Also, the further removed non-compliance with laws and regulations is from events and transactions reflected in the financial statements, the less likely we would become aware of it. |
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
FREM GROUP LIMITED |
Use of our report |
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
for and on behalf of |
Chartered Accountants |
and Statutory Auditors |
22-24 Harborough Road |
Kingsthorpe |
Northampton |
NN2 7AZ |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
CONSOLIDATED |
STATEMENT OF COMPREHENSIVE |
INCOME |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
2024 | 2023 |
Notes | £ | £ | £ | £ |
TURNOVER | 7,475,589 | 9,140,070 |
Cost of sales | 5,564,866 | 6,831,798 |
GROSS PROFIT | 1,910,723 | 2,308,272 |
Administrative expenses | 2,317,092 | 2,220,289 |
(406,369 | ) | 87,983 |
Other operating income | 1,180 | 2,525 |
GROUP OPERATING (LOSS)/PROFIT | 4 | (405,189 | ) | 90,508 |
Share of operating profit in |
Associates | 82,111 | 269,137 |
Income from shares in group undertakings | 20,000 | - |
Interest receivable and similar income | 1,000 | 5,882 |
21,000 | 5,882 |
(302,078 | ) | 365,527 |
Interest payable and similar expenses | 5 | 4,184 | 7,806 |
(LOSS)/PROFIT BEFORE TAXATION | (306,262 | ) | 357,721 |
Tax on (loss)/profit | 6 | 24,599 | 10,627 |
(LOSS)/PROFIT FOR THE FINANCIAL YEAR | ( | ) |
OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE (LOSS)/INCOME FOR THE YEAR | (330,861 | ) | 347,094 |
Total comprehensive income attributable to: |
Owners of the parent | (360,911 | ) | 307,858 |
Non-controlling interests | 30,050 | 39,236 |
(330,861 | ) | 347,094 |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
CONSOLIDATED BALANCE SHEET |
31 DECEMBER 2024 |
2024 | 2023 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 9 | 19,704 | 20,885 |
Tangible assets | 10 | 369,483 | 405,106 |
Investments | 11 |
Shares in associated undertakings | 679,208 | 597,128 |
1,068,395 | 1,023,119 |
CURRENT ASSETS |
Stocks | 12 | 249,032 | 538,307 |
Debtors | 13 | 1,151,908 | 1,831,808 |
Cash at bank and in hand | 502,864 | 962,085 |
1,903,804 | 3,332,200 |
CREDITORS |
Amounts falling due within one year | 14 | 864,350 | 1,972,540 |
NET CURRENT ASSETS | 1,039,454 | 1,359,660 |
TOTAL ASSETS LESS CURRENT LIABILITIES | 2,107,849 | 2,382,779 |
PROVISIONS FOR LIABILITIES | 18 | 84,031 | 59,432 |
NET ASSETS | 2,023,818 | 2,323,347 |
CAPITAL AND RESERVES |
Called up share capital | 19 | 100 | 100 |
Retained earnings | 20 | 1,998,301 | 2,268,341 |
SHAREHOLDERS' FUNDS | 1,998,401 | 2,268,441 |
NON-CONTROLLING INTERESTS | 21 | 25,417 | 54,906 |
TOTAL EQUITY | 2,023,818 | 2,323,347 |
The financial statements were approved by the Board of Directors and authorised for issue on 4 September 2025 and were signed on its behalf by: |
Mrs C L Daisy - Director |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
COMPANY BALANCE SHEET |
31 DECEMBER 2024 |
2024 | 2023 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 9 |
Tangible assets | 10 |
Investments | 11 |
CURRENT ASSETS |
Debtors | 13 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 14 |
NET CURRENT ASSETS/(LIABILITIES) | ( | ) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital | 19 |
Retained earnings | 20 |
SHAREHOLDERS' FUNDS |
Company's profit for the financial year | 511,662 | 43,328 |
The financial statements were approved by the Board of Directors and authorised for issue on |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
Called up |
share | Retained | Non-controlling | Total |
capital | earnings | Total | interests | equity |
£ | £ | £ | £ | £ |
Balance at 1 January 2023 | 100 | 2,046,730 | 2,046,830 | 70,799 | 2,117,629 |
Changes in equity |
Dividends | - | (108,000 | ) | (108,000 | ) | - | (108,000 | ) |
Total comprehensive income | - | 347,094 | 347,094 | - | 347,094 |
NCI share of profit of subsidiary undertakings | - | (39,236 | ) | (39,236 | ) | 39,236 | - |
Dividends paid to non-controlling interests | - | - | - | (78,511 | ) | (78,511 | ) |
Group share of dividends paid to non-controlling interests | - | (40,041 | ) | (40,041 | ) | 40,041 | - |
Transfer on reduction in holding in subsidiary | - | 61,794 | 61,794 | (61,794 | ) | - |
Other adjustments | - | - | - | 45,135 | 45,135 |
Balance at 31 December 2023 | 100 | 2,268,341 | 2,268,441 | 54,906 | 2,323,347 |
Changes in equity |
Dividends | - | (108,000 | ) | (108,000 | ) | - | (108,000 | ) |
Total comprehensive loss | - | (330,861 | ) | (330,861 | ) | - | (330,861 | ) |
NCI share of profit of subsidiary undertakings | - | (30,050 | ) | (30,050 | ) | 30,050 | - |
Dividends paid to non-controlling interests | - | - | - | (37,589 | ) | (37,589 | ) |
Group share of dividends paid to non-controlling interests | - | (19,170 | ) | (19,170 | ) | 19,170 | - |
Other adjustments | - | - | - | (41,120 | ) | (41,120 | ) |
Proceeds from disposal of holding in subsidiary | - | 218,041 | 218,041 | - | 218,041 |
Balance at 31 December 2024 | 100 | 1,998,301 | 1,998,401 | 25,417 | 2,023,818 |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
COMPANY STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Balance at 1 January 2023 |
Changes in equity |
Dividends | - | ( | ) | ( | ) |
Total comprehensive income | - |
Balance at 31 December 2023 |
Changes in equity |
Dividends | - | ( | ) | ( | ) |
Total comprehensive income | - |
Balance at 31 December 2024 |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
CONSOLIDATED CASH FLOW STATEMENT |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
2024 | 2023 |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | (8,440 | ) | (14,263 | ) |
Interest paid | - | (800 | ) |
Interest element of hire purchase payments paid | (4,184 | ) | (7,006 | ) |
Tax paid | - | (84,635 | ) |
Net cash from operating activities | (12,624 | ) | (106,704 | ) |
Cash flows from investing activities |
Purchase of tangible fixed assets | (31,995 | ) | (241,900 | ) |
Purchase of fixed asset investments | - | (49,486 | ) |
Sale of intangible fixed assets | - | 2,700 |
Sale of tangible fixed assets | 2,878 | 2,301 |
Reduction in holding in subsidiaries | (226,686 | ) | (100 | ) |
Interest received | 1,000 | 5,882 |
Dividend received from Associate | 20,000 | - |
Net cash from investing activities | (234,803 | ) | (280,603 | ) |
Cash flows from financing activities |
Hire purchase repaid | (16,161 | ) | (32,917 | ) |
Equity dividends paid | (108,000 | ) | (108,000 | ) |
Dividends paid to minority interests | (37,589 | ) | (78,511 | ) |
Loans to associates | (50,044 | ) | 145,180 |
Net cash from financing activities | (211,794 | ) | (74,248 | ) |
Decrease in cash and cash equivalents | (459,221 | ) | (461,555 | ) |
Cash and cash equivalents at beginning of year | 2 | 962,085 | 1,423,640 |
Cash and cash equivalents at end of year | 2 | 502,864 | 962,085 |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
1. | RECONCILIATION OF (LOSS)/PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
2024 | 2023 |
£ | £ |
(Loss)/profit before taxation | (306,262 | ) | 357,721 |
Depreciation charges | 66,050 | 73,488 |
Profit on disposal of fixed assets | (1,312 | ) | (2,838 | ) |
Amortisation charges | 1,181 | 1,181 |
Share (profits)/losses of associates | (82,111 | ) | (269,137 | ) |
Movements relating to former subsidiary | 403,640 | 27,257 |
Finance costs | 4,184 | 7,806 |
Finance income | (21,000 | ) | (5,882 | ) |
64,370 | 189,596 |
Decrease/(increase) in stocks | 289,275 | (302,278 | ) |
Decrease/(increase) in trade and other debtors | 729,444 | (335,733 | ) |
(Decrease)/increase in trade and other creditors | (1,091,529 | ) | 434,152 |
Cash generated from operations | (8,440 | ) | (14,263 | ) |
2. | CASH AND CASH EQUIVALENTS |
The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
Year ended 31 December 2024 |
31/12/24 | 1/1/24 |
£ | £ |
Cash and cash equivalents | 502,864 | 962,085 |
Year ended 31 December 2023 |
31/12/23 | 1/1/23 |
£ | £ |
Cash and cash equivalents | 962,085 | 1,423,640 |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
3. | ANALYSIS OF CHANGES IN NET FUNDS |
At 1/1/24 | Cash flow | At 31/12/24 |
£ | £ | £ |
Net cash |
Cash at bank and in hand | 962,085 | (459,221 | ) | 502,864 |
962,085 | (459,221 | ) | 502,864 |
Debt |
Finance leases | (16,161 | ) | 16,161 | - |
(16,161 | ) | 16,161 | - |
Total | 945,924 | (443,060 | ) | 502,864 |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
1. | STATUTORY INFORMATION |
Frem Group Limited is a |
| The presentation currency of the financial statements is the Pound Sterling (£). |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Business for 2024 is expected to be challenging in the current economic climate, but the Group remains in a strong position. The directors have reviewed liquidity requirements across the Group and are confident that there is sufficient flexibility such that it continues to be appropriate to prepare the accounts on a going concern basis. |
Basis of consolidation |
The consolidated financial statements incorporate the financial statements of the company and all group undertakings, together with the group's share of the net assets/liabilities and results of associated undertakings. These are adjusted, where appropriate, to conform to group accounting policies. Acquisitions are accounted for under the acquisition method. The results of companies acquired or disposed of are included in the profit and loss account after or up to the date that control passes respectively. As a consolidated profit and loss account is published, a separate profit and loss account for the parent company is omitted from the group financial statements by virtue of section 408 of the Companies Act 2006. |
Significant judgements and estimates |
| In the application of the Company's accounting policies, management is required to make judgements, estimates and assumptions about the carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and underlying 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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. |
| Fixed Assets |
| In determining the depreciation rate, management's best estimate of the expected useful economic life of each asset class has been used in determining the rate applied. |
| Stock |
| In determining the net realisable value of stock, management provide for any stock items which they believe to be slow moving or obsolete. |
| Trade debtors |
| In determining the recoverability of trade debtors, management provide for any trade debtors that they believe not to be recoverable. |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
2. | ACCOUNTING POLICIES - continued |
Turnover |
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. |
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; |
- | the costs incurred or to be incurred in respect of the transaction can be measured reliably. |
Goodwill |
| Goodwill has arisen on the consolidation of the subsidiaries and represents the excess of the fair value of the consideration given over the fair value of the group share of assets acquired. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impaired losses. Goodwill is being amortised to the profit and loss account on a straight line basis over its estimated useful life. The period over which the goodwill is being amortised is 20 years. |
Intangible assets |
| Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. |
Tangible fixed assets |
Plant and machinery | - |
Fixtures and fittings | - |
Motor vehicles | - |
Investments in associates |
In the company financial statements investments in associate undertakings are recognised at cost less any provision for impairment. |
In the group financial statements investments in associates are accounted for using the equity method. Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the Groups share of profit or loss and other comprehensive income of the associate. |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
2. | ACCOUNTING POLICIES - continued |
Stocks |
Stocks are stated at the lower of cost and estimated selling price less costs to sell. Stocks are recognised as an expense in the period in which the related revenue is recognised. |
Cost is determined on the first-in, first-out (FIFO) method. Cost includes the purchase price, including duties and transport and handling directly attributable to bringing the stock to its present location and condition. |
At the end of each reporting period stocks are assessed for impairment. If an item of stock is impaired, the identified stock is reduced to its selling price less costs to complete and sell and an impairment charge is recognised in the profit and loss account. Where a reversal of the impairment is required the impairment charge is reversed, up to the original impairment loss, and is recognised as a credit in the profit and loss account. |
Taxation |
| Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
| Current or deferred taxation assets and liabilities are not discounted. |
| Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Deferred tax |
| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
| Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
| Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Hire purchase and leasing commitments |
| Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter. |
| The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability. |
| Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
Pension costs and other post-retirement benefits |
The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate. |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
2. | ACCOUNTING POLICIES - continued |
Finance costs |
Finance costs of financial liabilities are recognised in the profit and loss account over the term of such instruments at a constant rate on the carrying amount. |
3. | EMPLOYEES AND DIRECTORS |
2024 | 2023 |
£ | £ |
Wages and salaries | 1,738,617 | 1,604,849 |
Social security costs | 180,551 | 176,612 |
Other pension costs | 45,166 | 76,326 |
1,964,334 | 1,857,787 |
The average number of employees during the year was as follows: |
2024 | 2023 |
Staff including directors |
In the opinion of the directors, key management personnel are considered to be the directors only. |
2024 | 2023 |
£ | £ |
Directors' remuneration | 152,302 | 149,818 |
Directors' pension contributions to money purchase schemes | 8,041 | 40,042 |
The number of directors to whom retirement benefits were accruing was as follows: |
Money purchase schemes | 2 | 4 |
4. | OPERATING (LOSS)/PROFIT |
The operating loss (2023 - operating profit) is stated after charging/(crediting): |
2024 | 2023 |
£ | £ |
Hire of plant and machinery | 6,148 | 5,055 |
Other operating leases | 306,826 | 284,291 |
Depreciation - owned assets | 66,051 | 45,433 |
Depreciation - assets on hire purchase contracts | - | 28,055 |
Loss/(profit) on disposal of fixed assets | 222,383 | (2,838 | ) |
Goodwill amortisation | 1,181 | 1,181 |
Auditors' remuneration | 12,100 | 12,100 |
Auditors' remuneration for non audit work | 9,800 | 9,800 |
Foreign exchange differences | (1,578 | ) | 2,392 |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
5. | INTEREST PAYABLE AND SIMILAR EXPENSES |
2024 | 2023 |
£ | £ |
Other interest | - | 800 |
Hire purchase | 4,184 | 7,006 |
4,184 | 7,806 |
6. | TAXATION |
Analysis of the tax charge |
The tax charge on the loss for the year was as follows: |
2024 | 2023 |
£ | £ |
Deferred tax | 24,599 | 10,627 |
Tax on (loss)/profit | 24,599 | 10,627 |
UK corporation tax has been charged at 25 % (2023 - 23.50 %). |
Reconciliation of total tax charge included in profit and loss |
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
2024 | 2023 |
£ | £ |
(Loss)/profit before tax | (306,262 | ) | 357,721 |
(Loss)/profit multiplied by the standard rate of corporation tax in the UK of 25 % (2023 - 23.500 %) | (76,566 | ) | 84,064 |
Effects of: |
Expenses not deductible for tax purposes | 307 | 8,192 |
Income not taxable for tax purposes | (133,572 | ) | (19,905 | ) |
Capital allowances in excess of depreciation | - | (17,217 | ) |
Depreciation in excess of capital allowances | 13,351 | - |
Utilisation of tax losses | 50,930 | - |
Share of profit / loss on associates | (20,528 | ) | (63,247 | ) |
Tax losses carried forward | 166,078 | 8,113 |
Deferred tax movement | 24,599 | 10,627 |
Total tax charge | 24,599 | 10,627 |
7. | INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME |
As permitted by Section 408 of the Companies Act 2006, the Statement of Comprehensive Income of the parent company is not presented as part of these financial statements. |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
8. | DIVIDENDS |
2024 | 2023 |
£ | £ |
Interim | 108,000 | 108,000 |
9. | INTANGIBLE FIXED ASSETS |
Group |
Goodwill |
£ |
COST |
At 1 January 2024 | 39,179 |
Disposals | (15,932 | ) |
At 31 December 2024 | 23,247 |
AMORTISATION |
At 1 January 2024 | 18,294 |
Amortisation for year | 1,181 |
Eliminated on disposal | (15,932 | ) |
At 31 December 2024 | 3,543 |
NET BOOK VALUE |
At 31 December 2024 | 19,704 |
At 31 December 2023 | 20,885 |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
10. | TANGIBLE FIXED ASSETS |
Group |
Fixtures |
Plant and | and | Motor | Computer |
machinery | fittings | vehicles | equipment | Totals |
£ | £ | £ | £ | £ |
COST |
At 1 January 2024 | 502,922 | 311,662 | 55,799 | 6,596 | 876,979 |
Additions | 18,885 | 13,110 | - | - | 31,995 |
Disposals | (28,283 | ) | (7,970 | ) | - | (6,596 | ) | (42,849 | ) |
At 31 December 2024 | 493,524 | 316,802 | 55,799 | - | 866,125 |
DEPRECIATION |
At 1 January 2024 | 313,061 | 123,748 | 28,469 | 6,596 | 471,874 |
Charge for year | 30,426 | 28,792 | 6,833 | - | 66,051 |
Eliminated on disposal | (31,778 | ) | (2,909 | ) | - | (6,596 | ) | (41,283 | ) |
At 31 December 2024 | 311,709 | 149,631 | 35,302 | - | 496,642 |
NET BOOK VALUE |
At 31 December 2024 | 181,815 | 167,171 | 20,497 | - | 369,483 |
At 31 December 2023 | 189,861 | 187,914 | 27,330 | - | 405,105 |
Fixed assets, included in the above, which are held under hire purchase contracts are as follows: |
Fixtures |
Plant and | and |
machinery | fittings | Totals |
£ | £ | £ |
COST |
At 1 January 2024 | 71,082 | 48,317 | 119,399 |
Transfer to ownership | (71,082 | ) | (48,317 | ) | (119,399 | ) |
At 31 December 2024 | - | - | - |
DEPRECIATION |
At 1 January 2024 | 51,403 | 23,410 | 74,813 |
Transfer to ownership | (51,403 | ) | (23,410 | ) | (74,813 | ) |
At 31 December 2024 | - | - | - |
NET BOOK VALUE |
At 31 December 2024 | - | - | - |
At 31 December 2023 | 19,679 | 24,907 | 44,586 |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
11. | FIXED ASSET INVESTMENTS |
Group |
Shares in |
associated |
undertakings |
£ |
COST |
At 1 January 2024 | 597,127 |
Disposals | (30 | ) |
Share of profit/(loss) | 82,111 |
At 31 December 2024 | 679,208 |
NET BOOK VALUE |
At 31 December 2024 | 679,208 |
At 31 December 2023 | 597,127 |
Shares in associated undertakings |
The group or the company holds more than 20% of the share capital in the companies listed below. |
The directors are of the opinion that these companies are associated companies of the group as the group is in a significant position to influence the financial and operational decisions of the companies. |
The group's share of profits from associates during the year was £82,111 (2023 - £269,137). |
Share of reserves of associates at 1 January 2024 | 547,041 |
Share of profit of associates for the year | 82,111 |
Share of reserves of associates at 31 December 2024 | 629,152 |
Company |
Shares in | Shares in |
group | associated |
undertakings | undertakings | Totals |
£ | £ | £ |
COST |
At 1 January 2024 | 601 | 250,787 |
Additions | 5,000 |
Disposals | ( | ) | ( | ) | (226,719 | ) |
At 31 December 2024 | 29,068 |
NET BOOK VALUE |
At 31 December 2024 | 29,068 |
At 31 December 2023 | 250,787 |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
11. | FIXED ASSET INVESTMENTS - continued |
The group or the company's investments at the Balance Sheet date in the share capital of companies include the following: |
Subsidiaries |
Registered office: Seebeck House, 1 Seebeck Place, Knowlhill, Milton Keynes, MK5 8FR |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Seebeck House, 1 Seebeck Place, Knowlhill, Milton Keynes, MK5 8FR |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Registered in USA |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Seebeck House, 1 Seebeck Place, Knowlhill, Milton Keynes, MK5 8FR |
Nature of business: |
% |
Class of shares: | holding |
Associated companies |
Registered office: Seebeck House, 1 Seebeck Place, Knowlhill, Milton Keynes, MK5 8FR |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Seebeck House, 1 Seebeck Place, Knowlhill, Milton Keynes, England, MK5 8FR |
Nature of business: |
% |
Class of shares: | holding |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
11. | FIXED ASSET INVESTMENTS - continued |
Registered office: Seebeck House, 1 Seebeck Place, Knowlhill, Milton Keynes, England, MK5 8FR |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Concept House, Upton Valley Way East, Pineham Business Park, Northampton, NN4 9EF |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Ocee & Four Design, Liliput Road, Northampton, NN4 7AS |
Nature of business: |
% |
Class of shares: | holding |
12. | STOCKS |
Group |
2024 | 2023 |
£ | £ |
Work-in-progress | 140,435 | 338,213 |
Finished goods | 108,597 | 200,094 |
249,032 | 538,307 |
13. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2024 | 2023 | 2024 | 2023 |
£ | £ | £ | £ |
Trade debtors | 994,950 | 1,693,609 |
Amounts owed by group undertakings | - | - |
Amounts owed by participating interests | 49,739 | 195 | 36,061 | - |
Other debtors | 3,451 | 2,016 |
Prepayments | 103,768 | 135,988 |
1,151,908 | 1,831,808 |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
14. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2024 | 2023 | 2024 | 2023 |
£ | £ | £ | £ |
Hire purchase contracts (see note 15) | - | 16,161 |
Trade creditors | 525,095 | 1,437,447 |
Amounts owed to group undertakings | - | - |
Amounts owed to participating interests | - | 500 | - | 500 |
Social security and other taxes | 31,327 | 43,992 |
VAT | 84,674 | 86,044 | - | - |
Other creditors | 17,059 | 74,456 |
Directors' current accounts | 200 | 200 | 200 | 200 |
Accrued expenses | 205,995 | 313,740 |
864,350 | 1,972,540 |
15. | LEASING AGREEMENTS |
Minimum lease payments fall due as follows: |
Group |
Hire purchase |
contracts |
2024 | 2023 |
£ | £ |
Net obligations repayable: |
Within one year | - | 16,161 |
Group |
Non-cancellable |
operating leases |
2024 | 2023 |
£ | £ |
Within one year | 324,180 | 313,428 |
Between one and five years | 648,610 | 744,687 |
In more than five years | 360,000 | 495,000 |
1,332,790 | 1,553,115 |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
16. | SECURED DEBTS |
The following secured debts are included within creditors: |
Group |
2024 | 2023 |
£ | £ |
Hire purchase contracts | - | 16,161 |
Bank borrowings are secured by a cross guarantee and debenture between members of the group and personal guarantees by BD Daisy and Mrs CL Daisy. |
Hire purchase liabilities are secured on the assets to which they relate. |
17. | FINANCIAL INSTRUMENTS |
All debtors and creditors are basic financial instruments and are held at amortised cost. |
18. | PROVISIONS FOR LIABILITIES |
Group |
2024 | 2023 |
£ | £ |
Deferred tax | 84,031 | 59,432 |
Group |
Deferred |
tax |
£ |
Balance at 1 January 2024 | 59,432 |
Accelerated capital allowances | 24,599 |
Balance at 31 December 2024 | 84,031 |
19. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2024 | 2023 |
value: | £ | £ |
Ordinary | £1 | 100 | 100 |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
20. | RESERVES |
Group |
Retained |
earnings |
£ |
At 1 January 2024 | 2,268,341 |
Deficit for the year | (330,861 | ) |
Dividends | (108,000 | ) |
NCI share of profit of subsidiary undertakings | (30,050 | ) |
Group share of dividends paid to non-controlling interests | (19,170 | ) |
Proceeds from disposal of holding in subsidiary | 218,041 |
At 31 December 2024 | 1,998,301 |
Company |
Retained |
earnings |
£ |
At 1 January 2024 |
Profit for the year |
Dividends | ( | ) |
At 31 December 2024 |
Retained Earnings reserve includes all current and prior period retained profits and losses. |
21. | NON-CONTROLLING INTERESTS |
NCI |
£ |
Balance at 1 January 2024 | 54,906 |
Share of profit of subsidiary undertakings | 30,050 |
Dividends paid to non-controlling interests | (37,589 | ) |
Group share of dividends paid to non-controlling interests | 19,170 |
Transfer to retained earnings on reduction in holding in subsidiary | 0 |
Other adjustments | (41,120 | ) |
Balance at 31 December 2024 | 25,417 |
FREM GROUP LIMITED (REGISTERED NUMBER: 04087583) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2024 |
22. | PENSION COMMITMENTS |
The group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the group in an independently administered fund. The pension cost charge represents contributions payable by the group to the fund. Contributions totalling £6,065 (2023: £6,528) were payable to the fund at the balance sheet date. |
23. | RELATED PARTY DISCLOSURES |
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements. |
The company and the group were under the control of B D Daisy and his wife C L Daisy who control 100% of the shares of the company. |
During the year the company paid dividends of £108,000 (2023: £108,000) to directors of the company. |
During the year the group purchased services for £137,086 (2023: £79,428) from an unincorporated business of which one of the directors is a partner. The group received income from this business of £nil (2023: £2,401). |
During the year the group paid rent of £88,000 (2023: £83,000) in respect of trading premises which are owned by pension schemes of which the directors are trustees. |
During the year the group purchased goods for £352,457 (2023: £403,513) from companies which are associates. The group made sales of £1,375,307 (2023: £1,453,585) to associates. |