The directors present the strategic report for the period ended 31 March 2025.
The company was incorporated on the 23rd April 2024 in the United Kingdom. Its principal activity is an asset holding company under a group structure incorporating SED Services Limited, SED Recycling Limited and SED Composting Limited.
The Group will continue to operate in this structure for the foreseeable future. It is anticipated that all future fleet will be purchased within Baldwin Asset Management Group Limited.
The Group has been able to establish itself as one of the UK’s largest Compost producers, steadily increasing both our input and output volumes allowing us to provide sustainable recycling solutions to both Local Authority markets and the private sector.
During the period SED Services has embarked on a major project investing capital to deliver a purpose built Office and Workshop, allowing us to both expand our employment opportunities in the borough and provide a innovative working environment for our people.
Financial KPI's
The company recognised a profit of £18,260 in the current period. The profits represent a period of 11 months since incorporation. The net assets held at 31 March 2025 were £18,560. This represents the fixed assets held being offset by hire purchase obligations payable on these assets and other operational balances held at the year end.
The group recognised a profit of £1,291,414 in the current period and net assets were £17,223,831.
The Directors are responsible and are focused to continually monitor business risks, uncertainties and outside changes which could affect the group and its operations.
The primary objective is to ensure there is enough cashflow within the company to meeting it financial commitments. It is anticipated that this is low risk as all assets are fully re-charged out within the group structure.
Other factors are identified through our;
ISO Process’s
Environmental Audits (internal & external)
Accounts and Credit Control Process’s
Transport Recognition Schemes, such as FORS
External Stakeholders
Customer & Supplier Audits & Contracts
Internal Audits
Management Structure
The principal risks impacting the group are set out below:
Credit Risk – The group continues to monitor is customers and their respective credit ratings and current settlement terms, to ensure that all monies due to the company are recoverable.
Price Risk – Prices are largely governed by contractual arrangements with our customers and consumers and are subject to review on an individual basis. The largest risk to the group around operating costs is Fuel as this is our largest cost, in the production of our saleable materials. Fluctuations in fuel rates, can impact the business due to volumes, however this is managed by our rate reviews.
Regulatory Risk – A large number of products produced and sold by the company are governed by external industry standards, such as PAS100:2018 certification scheme for our composts. Our transport operations are governed by the standards imposed by our operator’s licence, which is integral to our safe working practices within transport. SED Services Ltd also voluntarily participate in earned recognitions schemes across our transport operations such as FORS, thus raising standards across the transport network and our operations.
Liquidity Risk – The group has funded and intends to continue funding its operations and future developments through cash generated from operating activities.
Interest Rate Risk - The group's borrowings via HP arrangements remain at fixed rates for their individual terms, thus allowing us to maintain borrowing levels required through the business.
The Directors have invested in the purchase of a large number of brand new fleet vehicles during its first year replacing an aging fleet. The directors plan to renew the fleet going forward on a 3 yearly cycle.
Future investments in its subsidiaries include:
It is our intention to invest into our fleet. Our primary focus is to source economically viable, carbon neutral transport solutions to facilitate our customers and the regions organic waste requirements.
To continue to invest in our people – providing further training and support to allow them to grow and develop both their roles and their personal growth within the company.
To continue to expand our locations, allowing us to offer additional outlet options to the region, thus providing further employment opportunities across the Northwest.
SED continues to expand our Product Innovations, continuing to listen to our customers and their current and future requirements.
SED continues to to adopt best available techniques for our waste operations, ensuring that we meet both the requirements of our permit and planning consents, providing an environmentally stable recycling process for all stakeholders.
On behalf of the board
The directors present their annual report and financial statements for the period ended 31 March 2025.
The results for the period are set out on page 8.
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 auditor, Mitchell Charlesworth (Audit) Limited, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
United Kingdom company law requires the directors to prepare financial statements for each financial year. Under that law, the directors have elected to prepare the group and parent company financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law, the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and parent company, and of the profit or loss of the group for that period.
In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether applicable United Kingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and parent company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and parent company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and parent company, and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and parent company, and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
We have audited the financial statements of Baldwin Asset Management Group Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 31 March 2025 which comprise the group profit and loss account, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
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's and parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Other information
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
The information given in the strategic report and the directors' report for the financial period 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.
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.
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:
the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
we identified the laws and regulations applicable to the group through discussions with directors and other management
we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the group, including the Companies Act 2006, Solicitors Regulation Authority rules and regulations, taxation legislation and data protection, anti-bribery, employment and health and safety legislation;
we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence
identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.
We assessed the susceptibility of the group’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and
considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.
To address the risk of fraud through management bias and override of controls, we:
performed analytical procedures to identify any unusual or unexpected relationships;
tested journal entries to identify unusual transactions; and
assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias.
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
agreeing financial statement disclosures to underlying supporting documentation;
reading the minutes of those charged with governance: and
enquiring of management as to actual and potential litigation and claims.
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Use of our report
This report is made solely to the parent 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 parent 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 parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
The profit and loss account has been prepared on the basis that all operations are continuing operations.
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 £18,260.
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.
Baldwin Asset Management Group Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Landgate Farm, Landgate Lane, Bryn, Wigan, Lancashire, WN4 0EJ.
The group consists of Baldwin Asset Management Group Limited and all of its subsidiaries.
The parent company's current period represents the 11 months to 31 March 2025 following its incorporation on 23rd April 2024.
All of its subsidiaries current accounting includes the 10 months from joining the group in May 2024 to the period end of 31 March 2025.
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, modified to include the revaluation of investment properties at fair value. The principal accounting policies adopted are set out below.
The consolidated group financial statements consist of the financial statements of the parent company Baldwin Asset Management Group Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.
All financial statements are made up to 31 March 2025. 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.
At the time of approving the financial statements, the directors have a reasonable expectation that the group and parent company have 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 represents amounts receivable for goods and services net of VAT and trade discounts, to the extent that the company has a right to consideration arising form its contractual arrangements.
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
Freehold land is not depreciated
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.
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.
At each reporting period end date, the group reviews the carrying amounts of its tangible 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 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, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
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.
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
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. As detailed in note 12, investments in subsidiaries are held at nominal value of share capital following a share for share exchange. 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 tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.
Group relief
The financial statements have been prepared on the assumption that group relief will be used to facilitate the transfer of corporation tax losses between companies in the group. Compensation is made in respect of any loss relief between companies.
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 annual depreciation charge for tangible fixed assets is sensitive to changes in the estimated useful economic lives and residual values of the assets. The useful economic lives and residual values are assessed on initial acquisition and reassessed periodically to ensure they remain appropriate. They are amended when necessary to reflect current estimates based on technological advancement, future investments, economic utilisation and the physical condition of the assets. The useful economic lives for each class of asset are set out in the accounting policy 1.8.
A provision is based on timing differences between the tax and accounting treatment of profit and loss and balance sheet balances. It has been calculated using the future expected UK Corporation tax rate applicable at the date of signing the financial statements.
The average monthly number of persons (including directors) employed by the group and company during the period was:
Their aggregate remuneration comprised:
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:
Assets under construction relate to the new office building which is due to be completed by June 2026.
Investment property comprises property and land which are rented out to a third party. The fair value of the investment property has been arrived at on the basis of a valuation carried out in November 2022 by Roger Hannah Ltd Chartered Surveyors, who are not connected with the company. The valuation was made on an open market value basis by reference to market evidence of transaction prices for similar properties. The directors' confirm this valuation remains appropriate and no change in value is required at 31 March 2025.
During the year additional land has been rented out to a third party and a reclassification has been made from fixed assets to reflect this change in use.
Details of the company's subsidiaries at 31 March 2025 are as follows:
All of the above companies have been included in the consolidated accounts.
Obligations under finance leases are secured against the specific assets.
There is a debenture against SED Services Limited including a Fixed Charge over all present freehold and leasehold property held by H.S.B.C., a First Fixed Charge over book and other debts, chattels, goodwill and uncalled capital, both present and future; and First Floating Charge over all assets and undertaking both present and future dated 21 June 2011. There are no payments or balance outstanding at year end in relation to these charges.
Obligations under finance leases are secured against the specific assets.
Finance lease payments represent rentals payable by the company for certain items of plant and machinery.
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
Amounts of £2,164,089 included above relate to brought forward deferred tax liabilities in SED Services Limited, acquired by the group on 20th May 2024.
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.
The company issued 10 £1 Ordinary shares, at par, to form the capital base of the company on incorporation.
A further 290 shares were issued on 20 May 2024 in exchange for the 100% issued share capital in SED Services Limited, SED Composting Limited and SED Recycling Limited.
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:
The operating leases represent leases of property to third parties. The leases are negotiated over terms of up to 10 years, with a break clause after 5 years and rent is fixed for this period.
At the reporting end date the group had contracted with tenants for the following minimum lease payments up to the date of the break in contract:
The group has capital commitments at the period end not provided for totalling £618,492. These commitments relate to the construction of a purpose built Office and Workshop and have not been recognised on the balance sheet due to work not being completed at year-end. Amounts paid to date in respect of this project are classified as assets under construction within note 10.
The company has taken advantage of the disclosure exemptions to which it is entitled regarding transactions with its subsidiary companies.
On 20 May 2024, the company acquired a 100% holding in the subsidiary companies, SED Services Limited and SED Recycling Limited, in exchange for issuing a total of 290 Ordinary £1 shares in Baldwin Asset Management Group Limited to the directors, Mr S Baldwin, Mrs D Baldwin, Ms M Baldwin and Mr J Baldwin.
Mrs D Baldwin, Mr S Baldwin and Mr J Baldwin are also directors of RE&S Baldwin Limited. During the year, S.E.D. Services Limited supplied materials to RE&S Baldwin Limited at a total cost of £250,000. S.E.D. Services Limited also recharged costs to RE&S Baldwin Limited at a total value of £33,143, along with providing other services totalling £118,501.
At the year end, the amounts were due within other debtors from RE&S Baldwin Limited totalling £589,384 and amounts due with trade debtors of £24,481.
During the year, S.E.D. Services Limited provided a loan to S & D Partnership, a partnership between Mrs D Baldwin and Mr S Baldwin, and the balance outstanding at 31 March 2025 is £200,000. S.E.D. Services Limited also sold assets to S & D Partnership in the previous year for £40,500 and £34,091 remains outstanding at 31 March 2025.