The directors present the strategic report for the period ended 31 December 2024.
Founded in 2007, Rotec has grown to become a leading metal door and entrance systems specialist across the UK construction industry, trusted by global and national architects, and Tier 1 contractors. We specialise in designing, supplying and installing security and fire-rated metal door solutions that are certified, strong, and built to last.
One of the main sectors the group operates in is the construction sector. Clients rely on a secure and efficient supply chain and the group has a long established and stable supply chain with key suppliers across the UK.
There have been no specific negative impacts on the supply chain during the financial year, and the group is continually working with its suppliers to ensure this remains the case in the short, medium and long term.
Strategy
A family owned business with over 17 years of experience, Rotec have built strong values and hold themselves to the highest standards. The success of the business relies on a comprehensive range of products, with expertise across sectors to provide the correct solutions needed. Rotec focuses on adding value to their clients supply chain through getting involved early in the process allowing bespoke solutions to be provided, while maintaining fast and reliable delivery times.
The group strives to succeed by offering an end to end process, from design right through to installation, as by integrating their expertise from the early stages this enables a deep understanding of the clients needs and the ability to provide tailored packages. Rotec is also committed to achieving excellent standards, priding themselves on 100% compliance, and hold multiple accreditations.
Group reconstruction
As detailed in accounting policy 1.1 of the financial statements, a group reconstruction was undertaken during the period to facilitate the partial buyout of some shareholders and the introduction of new shareholders. This resulted in Rotec Security Holdings Ltd acquiring a 100% controlling interest in Rotec Security Solutions Ltd, on the 26 April 2024. 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 their relative shareholdings. As the purchase method of accounting has been used these financial statements only include the financial performance of the group from the 26 April 2024, being the date that control of the group was obtained.
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.
An ongoing risk is the volatility of the construction market and how it is impacted by the wider economic situation. The construction market is in particular affected by inflationary pressures and low confidence which can have a knock on impact on investments. The risk of bad debts is also a risk in the construction market.
Risks are managed through regular review and management of the sales pipeline and effective cost controls on every project won. The group also reviews their clients credit rating prior to accepting an order to mitigate the risk of any potential bad debts mid-project.
The group actively monitors its own day to day working capital requirements and is in a very strong position to maintain a suitable level of self-financed liquidity. It reinforces this ability by having a trade credit insurance facility in place to mitigate debt risk factors.
Contract risks are managed internally by employing suitably qualified and experienced staff to manage the contracts process, supplemented with external support as required.
The group's approach to managing liquidity and credit risk is provided in the financial instrument section of the directors’ report.
The group has continued to make strong progress during 2024, albeit through a difficult period for the economy. Rotec continued to make investments into systems, people and methods to improve processes that may not have seen immediate results but the directors are confident they will generate results in future years and is setting the foundation for future success.
The directors reported a group operating profit of £500,130 for the period ending 31 December 2024. The group result is considered to be distorted due to making the accounting adjustments required in a first-year consolidated set of financial statements and only reflects the financial performance of the subsidiary undertaking from 26 April 2024.
The company's subsidiary, Rotec Security Solutions Ltd, enjoyed revenue growth of 14.5% for the year ended 31 December 2024, continuing its record of strong sales growth year on year. Some of the projects undertaken during the year required significant time input, both from internal staff and subcontract staff, resulting in a 6.5% drop in the gross profit percentage. As mentioned above, with the investment in overhead expenses, this also resulted in a reduction in the operating profit from £1.87 million to £1.06 million, however given the overall economic circumstances and factors faced during the year, the directors consider this to be a successful year for the company and the overall financial position of the company remains strong with healthy cash reserves and a strong balance sheet.
Future developments
The group has continued to invest in research and development throughout the period to innovate improvements to existing products and new products, thus maintaining a leading position in the UK market.
The directors were pleased to report a group operating profit of 5.5% for the period, and at the period end the group had shareholders funds of £7,494,024. The directors believe the group's position to be satisfactory, as the group's current assets exceed its current liabilities by £1,743,080 resulting in a reasonably strong current ratio, at the end of the period, of 1.45.
As noted in the development and performance section of this report the group results are distorted as a result of making the accounting adjustments required in a first-year consolidated set of financial statements and therefore the separate KPIs of the company's subsidiary, for the year ended 31 December 2024, have been provided below.
The directors, of the company's subsidiary, Rotec Security Solutions Ltd, were pleased to report an operating profit of 8.8% for the year (2023 - 17.9%), which although lower than the previous year continues a track record of strong performance with a return on equity for 2024 of 21.6%.
At the year end the company had shareholders funds of £4,185,012 (2023 - £3,410,396). The directors believe the company's position to be satisfactory, especially as the company's current assets exceed its current liabilities by £3,548,854 (2023 - £3,170,925) resulting in a strong current ratio, at the end of the year, of 2.7 (2023 - 2.4).
The directors and its senior management team consider health and safety performance to be a primary non-financial indicator and healthy and safety procedures are monitored and improved on an ongoing basis.
Customer satisfaction and repeat work are key non-financial indicators. NPI (net promotor indicator) feedback is formally requested from customers at the end of each project.
On behalf of the board
The directors present their annual report and financial statements for the period ended 31 December 2024.
Group reconstruction
The company incorporated on 8 December 2023 and became the new parent of the Rotec group of companies, following a group reconstruction on 26 April 2024.
As detailed in the Strategic Report and accounting policy 1.1 of the financial statements, the group reconstruction has been accounted for using the purchase method of accounting method and therefore these financial statements consolidate the financial performance of the group from the 26 April 2024, being the date that control of the group was obtained.
The results for the period are set out on page 9.
No ordinary dividends were paid. The directors do not recommend payment of a further dividend.
The directors who held office during the period and up to the date of signature of the financial statements were as follows:
The group manages its cash and borrowing requirements in order to maximise interest income and minimise interest expense, whilst ensuring the group has sufficient liquid resources to meet the operating needs of the business.
Investments of cash surpluses, borrowings and derivative instruments are made through banks and companies which must fulfil credit rating criteria approved by the Board.
All customers who wish to trade on credit terms are subject to credit verification procedures. Trade debtors are monitored on an ongoing basis and provision is made for doubtful debts where necessary.
Details of future developments are given in the Strategic Report.
The auditor, Byrd Link Audit and Accountancy Services Limited, Statutory, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.
We have audited the financial statements of Rotec Security Holdings Ltd (the ‘parent company’) and its subsidiary (the 'group') for the year ended 31 December 2024 which comprise the group profit and loss account, the group statement of comprehensive income, the group and company balance sheets, the group and company statements of changes in equity, the group statement of cashflows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
Basis for 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 and parent company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Other information
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 strategic report and the directors’ report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements.
The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
Based on our understanding of the group and its financial operations we have considered the initial risks of non-compliance with the UK regulators, predominantly HM Revenue and Customs and the Companies Act 2006. We have assessed the impact of any breaches in such laws and regulations, based on the results of audit testing and enquiries made with management, and considered whether any such findings would have a material impact on these financial statements. We have considered the risk of those charged with management overriding internal controls and the opportunity for financial manipulation. We have considered the effect of any accounting estimates included within these accounts and the effect this may have on our audit opinion.
Our audit procedures together with our assessment of risks identified at planning were transparent to the group and we have communicated with the client throughout the audit as well as the audit engagement team, and this includes such matters as fraud and irregularity. The above procedures do however have their limitations as we can only work on a sample of financial transactions. Ultimately it is the responsibility of those charged with management for the prevention and detection of fraud and other irregularities. 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 . This description forms part of our auditor’s report.
Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an 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.
As permitted by section 408 of the Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £0.
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.
Rotec Security Holdings Ltd (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Lytham Drive, Bramhall, Stockport, United Kingdom, SK7 2LD.
The group consists of Rotec Security Holdings Ltd and all of its subsidiaries.
The principal activity of the group continued to be that of delivering high quality metal door and communal entrance systems on major construction projects.
The company has chosen the 31 December as its annual reporting date as this is the date used by the company's subsidiary undertaking.
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17 (d);
the requirements of Section 33 Related Party Disclosures paragraph 33.7.
Group reconstruction
Rotec Security Holdings Ltd incorporated on 8 December 2023 and was inactive until it was inserted as the new parent company of the Rotec group of companies, on 26 April 2024. The reconstruction has been undertaken to facilitate the partial buyout of some shareholders and 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 their relative shareholdings.
As the purchase method of accounting has been used these financial statements only include the financial performance of the group from the 26 April 2024, being the date that control of the group was obtained. No comparative financial information has been reported.
The names of the combining entities (other than the reporting entity) are:
Rotec Security Solutions Ltd
Further details of the combining entities, and the fair value of the net assets acquired, are given in note 25 of the financial statements.
The consolidated group financial statements consist of the financial statements of the parent company Rotec Security Holdings Ltd together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.
All financial statements are made up to 31 December 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.
Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.
Investments in joint ventures and associates are carried in the group balance sheet at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.
If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.
Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.
At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.
Construction contracts
Where the outcome of a construction contract can be estimated reliably, revenue and costs are recognised by reference to the stage of completion of the contract activity at the reporting end date. Variations in contract work, claims and incentive payments are included to the extent that the amount can be measured reliably and its receipt is considered probable.
When it is probable that total contract costs will exceed total contract turnover, the expected loss is recognised as an expense immediately.
Where the outcome of a construction contract cannot be estimated reliably, contract revenue is recognised to the extent of contract costs incurred where it is probable that they will be recoverable. Contract costs are recognised as expenses in the period in which they are incurred. When costs incurred in securing a contract are recognised as an expense in the period in which they are incurred, they are not included in contract costs if the contract is obtained in a subsequent period.
The “percentage of completion method” is used to determine the appropriate amount to recognise in a given period. The stage of completion is measured by the proportion of contract costs incurred for work performed to date compared to the estimated total contract costs. Costs incurred in the year in connection with future activity on a contract are excluded from contract costs in determining the stage of completion. These costs are presented as stocks, prepayments or other assets depending on their nature, and provided it is probable they will be recovered.
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.
Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.
In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.
Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.
In the parent company financial statements, investments in associates are accounted for at cost less impairment.
Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
The tax expense represents the sum of the tax currently payable and deferred tax.
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
The share valuation used in connection with the restructure of the Rotec group of companies was derived using an enterprise value (EV) approach, applying a benchmark EBITDA multiple of 5.01x to maintainable earnings of £1.56 million. The final equity valuation, of Rotec Security Solutions Ltd, of £9.03 million, reflected standard adjustments for cash and debt.
The valuation was prepared based on management's assessment of comparable transactions within the same industry. The transaction formed part of a wider group restructure and was settled entirely through equity and internal capital movements, with no cash consideration.
As with any benchmark-based valuation, the outcome is subject to estimation uncertainty. A change of ±0.25x in the EBITDA multiple would have resulted in an enterprise value movement of approximately £392,000. The valuation is therefore subject to estimation uncertainty in accordance with FRS 102.
The average monthly number of persons (including directors) employed by the group and company during the period was:
Their aggregate remuneration comprised:
Amounts paid by the subsidiary undertaking to the directors of the parent company.
The actual charge for the period can be reconciled to the expected charge/(credit) for the period based on the profit or loss and the standard rate of tax as follows:
Factors that may affect future tax charges
The company expects capital allowances to be broadly in line with the depreciation charged in the financial statements in future years. As a result, no significant timing differences are anticipated from fixed assets expenditure that would materially affect taxable profits.
The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.
The modular buildings detailed above have been constructed on land owned by a related Trust. The buildings can be moved and sold independently of the land.
The assets under construction relate to additional building work on the above mentioned land. The construction was completed early in 2025.
Details of the company's subsidiaries at 31 December 2024 are as follows:
The difference between purchase and replacement costs are not material.
Trade debtors include retentions of £944,750, which are contractually due but not yet payable under the terms of construction contracts.
Hire purchase contracts and finance leases are secured against the related assets.
Hire purchase contracts and finance leases are secured against the related assets.
The bank loan is unsecured and was provided under the terms of COVID 19 bounce back loan arrangements and is repayable over five years.
Borrowings include unsecured loans from directors totalling of £1,805,975. The loans have been made on an interest free basis and are repayable on demand.
Finance lease payments represent rentals payable by the company or group for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is three to five years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
The deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances and adjustments arising from a business combination that are expected to mature within the same period.
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
Contributions totalling £6,622 were payable to the fund at the reporting date and are included in other creditors.
The company has multiple classes of ordinary shares in issue. Each ordinary share has equal voting and distribution rights, including repayment of capital in the event of winding up.
Other reserves - represents the cumulative excess value above the nominal amount of shares issued as part of consideration in business combinations. The reserve is non-distributable.
The profit and loss reserve represents cumulative profits or losses net of dividends paid and other adjustments.
On 26 April 2024 the group acquired 100 percent of the issued capital of Rotec Security Solutions Ltd.
There is an ongoing insurance claim against a project where a supplier has completed works and Rotec have made payments totalling £109,602. The outcome of the insurance claim currently considered most probable is that Rotec will receive a pay-out equivalent to the amounts already made to the supplier. However, as receipt is not yet considered virtually certain a provision of £109,602 has been recorded as a cost within the profit and loss account for the period ended 31 December 2024.
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
Included within other debtors due within one year is an unsecured, interest free, loan to a former director totalling £152,538. This represents the maximum amount outstanding during the year. The loan is repayable on demand, and was repaid in full on 27 February 2025.
Included within other debtors due within one year is an unsecured, interest free, loan to a director totalling £247,188. This represents the maximum amount outstanding during the year. The loan is repayable on demand, and was repaid in full on 27 February 2025.
Included within other debtors due within one year is an unsecured, interest free, loan to a director totalling £180,126. This represents the maximum amount outstanding during the year. The loan is repayable on demand, and was repaid in full on 27 February 2025.
Included within other debtors due within one year is an unsecured, interest free, loan to a director totalling £30,000. This represents the maximum amount outstanding during the year. The loan is repayable on demand.
During the year the group paid rent totalling £15,000 to a related partnership.
Included within other creditors due within one year is an intercompany account balance of £5,532 with a company controlled by a director of Rotec Security Holdings Ltd.
Included in creditors due within one year are unsecured loans from directors totalling of £1,805,975. The loans have been made on an interest free basis and are repayable on demand.