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Registered number: 12359617
ENSCO 1359 LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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ENSCO 1359 LIMITED
COMPANY INFORMATION
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M D Gillett (appointed 13 September 2025)
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L McCartney-Palmer (appointed 5 September 2025)
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B I Russell (appointed 5 September 2025)
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c/o Lander Automotive Limited
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Chartered Accountants & Statutory Auditor
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ENSCO 1359 LIMITED
CONTENTS
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Independent Auditor's Report
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Consolidated Statement of Comprehensive Income
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Consolidated Balance Sheet
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Consolidated Statement of Changes in Equity
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Company Statement of Changes in Equity
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Consolidated Statement of Cash Flows
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Consolidated Analysis of Net Debt
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Notes to the Financial Statements
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ENSCO 1359 LIMITED
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
The Directors present their group strategic report together with the audited consolidated financial statements for the year ended 31 December 2024.
The Company is a holding company that holds all the share capital of Lander Holdings Limited that was acquired on 11 March 2020.
Group turnover in the year was £46.2m (2023: £50.5m). There was a profit before tax of £1,333k (2023: loss of £267k). Net assets at the end of the year were £1,229k (2023: net liabilities of £857k).
Principal risks and uncertainties
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The main risk to the business relates to material, currency markets and transport from Asia. These are managed internally through a process of regular commercial reviews.
The largest customer of the Group has reduced from 25% in 2023 to 20% in 2024 as a percentage of total Group turnover. This has been achieved through the continued diversification strategy in recent years. New contracts have largely been won in non-automotive sectors, which have started to reduce the reliance on a single customer and this continues into 2025 and beyond.
There is always an element of risk around customer schedules. These schedules can change at short notice. The Group utilises contract labour so is able to respond to fluctuations in customer schedules on a timely basis. Forecasts are also sensitised to minimise the risk.
Key performance indicators
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Profit / (loss) before tax
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ENSCO 1359 LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
Directors' statement of compliance with duty to promote the success of the Group
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Section 172 of The Companies Act 2006 states that “a director of a company must act in the way he/she considers, in good faith, would be most likely to promote the success of the Group for the benefit of its members as a whole, and in doing so have regard (amongst other matters) to:
a. the likely consequences of any decision in the long-term;
b. the interests of the Group’s employees;
c. the need to foster the Group’s business relationships with suppliers, customers and others;
d. the impact of the Group’s operations on the community and the environment;
e. the desirability of the Group maintaining a reputation for high standards of business conduct; and
f. the need to act fairly as between members of the Group.”
In discharging this section 172 duty the Directors of the Group, have regard to the factors set out above. In accordance with our responsibilities and duties under section 172 of the Companies Act 2006, the following outlines our engagement with our stakeholders:
Customers
Customer focus is one of the Group’s core values. The Group recognises that to thrive and succeed in a fast-changing competitive environment, it must regularly listen to the voice of its clients and adapt to rapidly address their issues and changing needs.
To support customer focus, the Group has implemented a system for the business, which allows for regular tracking and monitoring of client satisfaction.
The benefits of this systematic approach are to:
• help improve solutions and services;
• identify revenue at risk;
• create a first-class client experience;
• encourage a client first culture;
• demonstrate that the Lander Group values its clients’ opinions; and
• build client loyalty.
Suppliers and partners
The Group has a supplier engagement programme which is focused on mitigating risk, reducing costs and providing best value to customers.
The Group is continually working to ensure its supply chain is:
• diverse and a source of innovation and economic opportunity for all;
• comprised of other businesses operating ethically and sustainably; and
• reducing carbon emissions and waste.
The Group’s supply chain programme is an integral part of its sustainability strategy. By incorporating good principles of economic, social and environmental sustainability into the business, it can create more value for customers, contribute to more sustainable economies and communities, engage employees, and forge better relationships with stakeholders, including suppliers.
The Group is committed to paying suppliers on time, within agreed terms, and to give clear guidance to those suppliers.
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ENSCO 1359 LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
Employees
The Group informs and consults regularly with employees, through elective Works Council, on matters affecting their interests with a view to achieving a common awareness of the financial and economic factors affecting its performance. The views expressed by employees have been considered when making decisions where appropriate.
The Group is an equal opportunities employer and its policies for the recruitment, training, career development and promotion of employees are based on the relevant merits and abilities of the individuals concerned. It recognises its responsibilities towards the disabled and gives full and fair consideration to applications for employment from them and, so far as particular disabilities permit, will give continued employment to any existing employee who becomes disabled. It is the policy of the Group that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.
Health and safety
The Group has a comprehensive Health and Safety Policy, including internal policy manuals and guidance packs for all employees. The Company operates and complies to an Occupational Health and Safety Management System OHSAS 18001:2007.
Training and development
The Group runs in-house induction and training programmes for all employees.
Society and environment
The Group has continued to implement a strategy to limit the environmental impact of its businesses, develop responsible purchasing programmes, involve its entire value chain in a shared continuous improvement process, and incorporate sustainability principles into its service proposition.
The Group’s environmental management system is certified to EMS ISO 14001:2015.
Post year end, in 2025, the business has continued its sales diversification strategy and continues to benefit from new leads.
Globally there have been new pressures on tariffs, but the business has been able to mitigate this via a multi-national purchasing strategy.
There have been notable cyber attacks on the automotive sector in 2025. The diversification in non-automotive sectors has enabled the Group to mitigate the impact.
There is still hesitation globally regarding the switch to EV and alternative fuelled vehicles. The sector is growing and the Group continue to work closely with existing and new customers to develop solutions.
The Company's and Group’s key funding facility was successfully renewed in Summer 2025 which has provided further long-term stability.
This report was approved by the board and signed on its behalf.
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ENSCO 1359 LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
The Directors present their report and the financial statements for the year ended 31 December 2024.
Directors' responsibilities statement
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The Directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated financial statements in accordance with applicable law and regulations.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period.
In preparing these financial statements, the Directors are required to:
∙select suitable accounting policies for the Group's financial statements and then apply them consistently;
∙make judgements and accounting estimates that are reasonable and prudent;
∙state whether applicable UK 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 will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The profit for the year, after taxation, amounted to £1,299k (2023: loss £108k).
No dividends were paid during the year (2023: £Nil). The Directors do not propose a final dividend.
The Directors who served during the year, and up to the date of signing these financial statements, were:
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M D Gillett (appointed 13 September 2025)
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L McCartney-Palmer (appointed 5 September 2025)
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B I Russell (appointed 5 September 2025)
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ENSCO 1359 LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
The Directors have prepared detailed financial forecasts which reflect their plans and expectations over the forecast period, which covers at least twelve months from the date of signing of the financial statements. The forecasts demonstrate the business can settle its liabilities as and when they fall due and remains within its current funding arrangements. As a result, these financial statements have been prepared on a going concern basis.
The business is financed through the provision of funding from shareholders and external funding providers (“the funders”). The forecasts assume, and are dependent, upon the continued provision of financial resources by the funders throughout the forecast period (“the facilities”). The Group’s key facility was successfully renewed in Summer 2025.
Based on the Directors’ forecasts, the on-going trading performance to date, the Directors have concluded that the Company can continue to service its financial obligations as they fall due. The Directors therefore continue to adopt the going concern basis in preparing the financial statements.
Streamlined Energy and Carbon Reporting (‘SECR’)
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Compliance Overview
The following report covers Ensco 1359 Limited Group for the financial year 1st January 2024 to 31st December 2024. The report details annual GHG emissions (Scope 1 & 2) from activities for which the Group is directly responsible. Having considered the production metrics within the business, we have concluded that Landlord Gross Internal Area (GIA Square meters) is the most appropriate to achieve a benchmark which aligns with the carbon reduction policy and methodology that Ensco 1359 Limited are currently working towards. The facilities owned by Ensco 1359 Limited Group comprises offices and warehouses.
UK GHG Emission & Energy use - 2024
2024 2023 (Restated)
kWh tonnes CO2e kWh tonnes CO2e
Natural Gas 2,851,135 524 2,811,925 517
Transport Fuels 246,792 61 134,232 33 Electricity 2,790,770 650 3,110,032 650
Fuel for personal / business use 61,557 14 68,230 23
Total kWh 5,950,254 1,249 6,124,419 1,223
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Intensity ratio - kilogrammes of CO2e per employee
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Methodology and Estimates
Greenhouse gas emissions are reported in gross tonnes CO2e in line with the requirements of large unquoted companies set out in the UK Government’s Environmental Reporting Guidelines (March 2019 version) and use the UK Government GHG (Green House Gas) Conversion Factors for Company Reporting (2023 version 1.1).
Natural Gas and Electricity usage in kWh is provided by the relevant suppliers. This has been converted using the relevant, government issued conversion factors for 2024.
Transport usage is derived from mileage logs of personal and company vehicles using the government issued mileage conversion rates for 2024.
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ENSCO 1359 LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
Energy Efficiency
No energy efficient measures were implemented.
The parent company which heads up the Group has consumed less than 40,000kWh of electricity during the reporting period and the exemption has been taken not to report on individual subsidiaries which do not qualify as “large” companies.
Future developments can be found in the Strategic Report.
Credit Risk
The Directors consider the chance of non-payment to be very small as the Group trades almost exclusively with large OEM and Tier 1 customers. Historically, very few debts have been written off and overdue debts currently run at very low levels, typically less than 1% of the ledger value.
Liquidity Risk
Ensco 1359 Limited is funded through a combination of loan debt and invoice discounting. Cash headroom is monitored and reviewed by the senior management team on a weekly basis. A minimum headroom target has been set by the Directors and 12 month rolling forecasts are prepared weekly to ensure that action can be taken if this target is likely to be breached.
Exchange Rate Risk
Ensco 1359 Limited has significant exposure to foreign currencies. In recent years negotiations with major suppliers has led the Group becoming naturally hedged (outgoings and incomings being matched for each year). Any expected shortfall or excess currency is then hedged as considered appropriate.
Interest Rate Risk
Lender's funding is made up of a mixture of fixed rate and base rate tracking loans. It is the view of the Directors that the level of gearing within Ensco is low enough that even a significant movement in interest rates is sustainable.
Research and development activities
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The Group continues to invest in research and development. The amount of development costs capitalised in the year was £681k (2023: £741k).
Engagement with employees
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The Group provides information to employees via the Employee Forum and the MD Communication Briefings and includes information on matters of concern to them as employees, including the financial and economic factors affecting the performance of the Group. These communication methods enables employees to express views on matters that affect them anonymously and the Group also undertakes a biennial staff survey to canvas views on significant matters.
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ENSCO 1359 LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
Engagement with suppliers, customers and others
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The Group recognises the importance of maintaining strong and transparent relationships with its suppliers, customers, and other stakeholders. Regular communication is maintained to ensure mutual understanding and alignment of expectations.
The Group engages with suppliers through structured procurement processes, ensuring ethical sourcing and timely payments. Customer engagement is supported by feedback mechanisms, service reviews, and continuous improvement initiatives to enhance satisfaction and loyalty.
The directors consider that fostering collaborative relationships with all business partners contributes to the long term success of the company and supports its strategic objectives.
The Group is committed to a policy of recruitment and promotion on the basis of aptitude and ability without discrimination of any kind. Particular attention is given to the training and promotion of disabled employees to ensure that their career development is not unfairly restricted by their disability, or perceptions of it. The Group HR procedures make clear that full and fair consideration must be given to applications made by and the promotion of disabled persons. Where an employee becomes disabled whilst employed by the Group, the HR procedures also require that reasonable effort is made to ensure they have the opportunity for continued employment within the Group. Retraining of employees who become disabled whilst employed by the Group is offered where appropriate.
Disclosure of information to auditor
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Each of the persons who are Directors at the time when this Directors' Report is approved has confirmed that:
∙so far as the Director is aware, there is no relevant audit information of which the Company and the Group's auditor is unaware, and
∙the Director has taken all the steps that ought to have been taken as a Director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditor is aware of that information.
Post balance sheet events
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In Summer 2025, the Group's key funding facility was successfully renovated.
The auditor, Forvis Mazars LLP, were appointed during the period and, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board and signed on its behalf.
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ENSCO 1359 LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ENSCO 1359 LIMITED
Opinion
We have audited the financial statements of Ensco 1359 Limited (the ‘Company’) for the year ended 31 December 2024 which comprise the Group Statement of Comprehensive Income, the Group and Company Balance Sheets, the Group and Company Statement of Changes in Equity, the Group Consolidated Statement of Cash Flows and 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 FRS 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 and Parent Company’s affairs as at 31 December 2024 and of the Group's profit for the year then ended;
∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
∙have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the Company 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.
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ENSCO 1359 LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ENSCO 1359 LIMITED
Other information
The other information comprises the information included in the annual report and financial statements, other than the financial statements and our auditor’s report thereon. The Directors are responsible for the other information contained within the Strategic Report and Directors' Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
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.
Matters on which we are required to report by exception
In light of the knowledge and understanding of the Group and Parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
∙adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
∙the 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.
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ENSCO 1359 LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ENSCO 1359 LIMITED
Responsibilities of Directors
As explained more fully in the Directors' Responsibilities Statement set out on page 4, the Directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the Directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the Directors are responsible for assessing the Group's and 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 intend either to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.
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.
Based on our understanding of the Company and its industry, we considered that non-compliance with the following laws and regulations might have a material effect on the financial statements: UK tax legislation, pensions legislation, employment regulations and health and safety regulations.
To help us identify instances of non-compliance with these laws and regulations, and in identifying and assessing the risks of material misstatement in respect to non-compliance, our procedures included, but were not limited to:
∙Inquiring of management and, where appropriate, those charged with governance, as to whether the Company is in compliance with laws and regulations, and discussing their policies and procedures regarding compliance with laws and regulations;
∙Inspecting correspondence, if any, with relevant licensing or regulatory authorities;
∙Communicating identified laws and regulations to the engagement team and remaining alert to any indications of non-compliance throughout our audit; and
∙Considering the risk of acts by the Company which were contrary to applicable laws and regulations, including fraud.
We also considered those laws and regulations that have a direct effect on the preparation of the financial statements, such as tax legislation, pension legislation and the Companies Act 2006.
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ENSCO 1359 LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ENSCO 1359 LIMITED
Auditor's responsibilities for the audit of the financial statements (continued)
In addition, we evaluated the Directors' and management's incentives and opportunities for fraudulent manipulation of the financial statements, including the risk of management override of controls, and determined that the principal risks related to posting manual journal entries to manipulate financial performance, management bias through judgements and assumptions in significant accounting estimates including capitalisation of development costs and carrying value of investments in subsidiaries, revenue recognition (which we pinpointed to the cut-off assertion), and significant one-off or unusual transactions.
Our audit procedures in relation to fraud included but were not limited to:
∙Making enquiries of the Directors and management on whether they had knowledge of any actual, suspected or alleged fraud;
∙Gaining an understanding of the internal controls established to mitigate risks related to fraud;
∙Discussing amongst the engagement team the risks of fraud; and
∙Addressing the risks of fraud through management override of controls by performing journal entry testing.
There are inherent limitations in the audit procedures described above and the primary responsibility for the prevention and detection of irregularities including fraud rests with management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal controls.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Use of the audit 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.
Edith Yagoh (Senior statutory auditor)
for and on behalf of
Forvis Mazars LLP
Chartered Accountants and Statutory Auditor
2 Chamberlain Square
Birmingham
B3 3AX
23 December 2025
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ENSCO 1359 LIMITED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
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Interest receivable and similar income
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Interest payable and similar expenses
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Profit/(loss) before taxation
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Profit/(loss) for the financial year
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Currency translation differences
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Other comprehensive (expense)/income for the year
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The notes on pages 20 to 44 form part of these financial statements.
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ENSCO 1359 LIMITED
REGISTERED NUMBER: 12359617
CONSOLIDATED BALANCE SHEET
AS AT 31 DECEMBER 2024
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Creditors: amounts falling due within one year
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Net current (liabilities)/assets
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Total assets less current liabilities
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Creditors: amounts falling due after more than one year
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Provisions for liabilities
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The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 20 to 44 form part of these financial statements.
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ENSCO 1359 LIMITED
REGISTERED NUMBER: 12359617
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2024
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Debtors: amounts falling due after more than one year
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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Net current (liabilities)/assets
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Total assets less current liabilities
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Creditors: amounts falling due after more than one year
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The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.
The loss after tax of the Parent Company for the year was £11k (2023: loss of £193k).
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 20 to 44 form part of these financial statements.
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ENSCO 1359 LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
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Comprehensive income for the year
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Currency translation differences
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Total comprehensive income for the year
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Comprehensive income for the year
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Currency translation differences
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Total comprehensive income for the year
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Contributions by and distributions to owners
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Shares issued during the year
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The notes on pages 20 to 44 form part of these financial statements.
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ENSCO 1359 LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
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Comprehensive income for the year
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Total comprehensive income for the year
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Comprehensive income for the year
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Total comprehensive income for the year
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Contributions by and distributions to owners
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Shares issued during the year
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The notes on pages 20 to 44 form part of these financial statements.
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ENSCO 1359 LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
Cash flows from operating activities
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Profit/(loss) for the financial year
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Amortisation of intangible assets
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Depreciation of tangible assets
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Loss on disposal of tangible assets
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Impairment of intangible fixed assets
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(Decrease)/increase in creditors
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Corporation tax (paid)/received
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Foreign exchange translation
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Net cash generated from operating activities
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Cash flows from investing activities
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Purchase of intangible fixed assets
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Purchase of tangible fixed assets
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Sale of tangible fixed assets
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Net cash from investing activities
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ENSCO 1359 LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
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Cash flows from financing activities
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Capital repayments on finance leases
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Net cash used in financing activities
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Net (decrease)/increase in cash and cash equivalents
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Cash and cash equivalents at beginning of year
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Cash and cash equivalents at the end of year
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Cash and cash equivalents at the end of year comprise:
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ENSCO 1359 LIMITED
CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2024
The notes on pages 20 to 44 form part of these financial statements.
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ENSCO 1359 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Ensco 1359 Limited is a private company, limited by shares and incorporated in England & Wales under the Companies Act, registered number 12359617. The address of the registered office is c/o Lander Automotive Limited, 174 Clapgate Lane, Birmingham, B32 3ED. The nature of the Group's operations and its principal activities are the manufacture of parts for the automotive industry.
The financial statements are prepared in Sterling, which is considered to be the functional currency of the Company, and are rounded to the nearest £000.
2.Accounting policies
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Basis of preparation of financial statements
|
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies (see note 3).
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.
The following principal accounting policies have been applied:
The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance Sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.
In accordance with the transitional exemption available in FRS 102, the Group has chosen not to retrospectively apply the standard to business combinations.
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ENSCO 1359 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
The Directors have prepared detailed financial forecasts which reflect their plans and expectations over the forecast period, which covers at least twelve months from the date of signing of the financial statements. The forecasts demonstrate the business can settle its liabilities as and when they fall due and remains within its current funding arrangements. As a result, these financial statements have been prepared on a going concern basis.
The business is financed through the provision of funding from shareholders and external funding providers (“the funders”). The forecasts assume, and are dependent, upon the continued provision of financial resources by the funders throughout the forecast period (“the facilities”). The Group’s key facility was successfully renewed in Summer 2025.
Based on the Directors’ forecasts, the on-going trading performance to date, the Directors have concluded that the Company can continue to service its financial obligations as they fall due. The Directors therefore continue to adopt the going concern basis in preparing the financial statements.
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:
Sale of goods
Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
∙the Group has transferred the significant risks and rewards of ownership to the buyer;
∙the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
∙the amount of revenue can be measured reliably;
∙it is probable that the Group will receive the consideration due under the transaction; and
∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.
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Operating leases: the Group as lessee
|
Rentals paid under operating leases are charged to the Consolidated Statement of Comprehensive Income on a straight-line basis over the lease term.
Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
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ENSCO 1359 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.
Interest income is recognised in the Consolidated Statement of Comprehensive Income using the effective interest method.
Finance costs are charged to the Consolidated Statement of Comprehensive Income over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
All borrowing costs are recognised in the Consolidated Statement of Comprehensive Income in the year in which they are incurred.
Defined contribution pension plan
The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.
The contributions are recognised as an expense in the Consolidated Statement of Comprehensive Income when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Group in independently administered funds.
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ENSCO 1359 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
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Current and deferred taxation
|
The tax expense for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company and the Group operate and generate income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
∙Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.
Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
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ENSCO 1359 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
Negative goodwill
Negative goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, negative goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Negative goodwill is amortised on a straight-line basis to the Consolidated Statement of Comprehensive Income over its useful economic life.
At each reporting date the Group assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.
Other intangible assets
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.
At each reporting date the Group assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.
All intangible assets are considered to have a finite useful life of five years. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
The estimated useful lives range as follows:
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
At each reporting date the Group assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.
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ENSCO 1359 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
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Tangible fixed assets (continued)
|
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the Consolidated Statement of Comprehensive Income.
Investments in subsidiaries are measured at cost less accumulated impairment.
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.
At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in the Consolidated Statement of Comprehensive Income.
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
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Cash and cash equivalents
|
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.
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ENSCO 1359 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
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Provisions for liabilities
|
Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
Increases in provisions are generally charged as an expense to profit or loss.
The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the Group's Balance Sheet when the Group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with 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
Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.
Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.
Other financial assets
Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the Consolidated Statement of Comprehensive Income. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.
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ENSCO 1359 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
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Financial instruments (continued)
|
Impairment of financial assets
At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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.
Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.
If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the Consolidated Statement of Comprehensive Income.
Basic financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Group after the deduction of all its liabilities.
Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.
Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.
Other financial instruments
Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the Consolidated Statement of Comprehensive Income. They are subsequently measured at fair value with changes in the Consolidated Statement of Comprehensive Income.
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ENSCO 1359 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
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Financial instruments (continued)
|
Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the Consolidated Statement of Comprehensive Income. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy.
Frequently customers decide to own the tooling associated with manufacturing vehicle parts they order. Where this happens, the costs of acquiring and fitting such tooling are incurred by the Group and held on the Group's Balance Sheet as 'Project Costs' until prototypes are approved by the customer and billed on to them. At each year end, such costs are included in debtors under the heading of 'Project Costs'.
The directors have identified that the investment in Tricorn USA Inc, that had previously been included as a subsidiary of Ensco 1359 Limited, should have been included as a subsidiary of Lander Holdings Limited. The fixed asset investments balance has therefore been restated by £487k, and the associated amounts owed by group undertakings has been restated by £487k. The restatement of the prior year fixed asset investment and amounts owed by group undertakings balances has a nil effect on the net assets on the balance sheet, and has no impact on the statement of comprehensive income.
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ENSCO 1359 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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|
Judgements in applying accounting policies and key sources of estimation uncertainty
|
In preparing these financial statements, the Directors have had to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets, liabilities, income and expenses.
The estimates and associated assumptions are based on historic experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about carrying value of assets and liabilities which are not readily apparent from other sources. Actual results may differ from these estimates. The significant judgements, estimates and assumptions are:
• Development costs
Development costs are capitalised when the conditions as noted in accounting policy 2.6 are met, and the Directors amortise these over the expected project life.
• Tangible fixed assets
Tangible fixed assets are depreciated over their useful lives taking into account residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on the number of factors. In re-assessing asset lives, factors such as technological innovation, product life cycles and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values.
• Inventory valuation
Inventories are valued at the lower of cost and net realisable value. Determining the net realisable value of inventories requires management to make certain estimates and judgments. Inventories are reviewed for slow-moving or obsolete items and a provision has been made based on management's assessment of future demand.
The whole of the turnover is attributable to the principal activity of the Group.
Analysis of turnover by country of destination:
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ENSCO 1359 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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The operating loss is stated after charging/(crediting):
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Depreciation of tangible fixed assets
|
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Amortisation of intangible fixed assets
|
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Impairment of intangible fixed assets
|
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Inventory recognised as an expense
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Other operating lease rentals
|
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During the year, the Group obtained the following services from the Company's auditor and its associates:
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Fees payable to the Group's auditor and its associates for the audit of the Group's annual financial statements
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Fees payable to the Group's auditor and its associates in respect of:
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ENSCO 1359 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Staff costs, including Directors' remuneration, were as follows:
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Cost of defined contribution scheme
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The average monthly number of employees, including the Directors, during the year was as follows:
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Administration and management
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The Company has no employees other than the Director, who did not receive any remuneration (2023 - £Nil).
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Interest payable and similar expenses
|
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Loans from group undertakings
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Finance leases and hire purchase contracts
|
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ENSCO 1359 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Current tax on profits for the year
|
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Adjustments in respect of previous periods
|
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Foreign tax on income for the year
|
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Origination and reversal of timing differences
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Taxation on profit/(loss) on ordinary activities
|
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|
ENSCO 1359 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
11.Taxation (continued)
|
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Factors affecting tax charge for the year
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|
The tax assessed for the year is lower than (2023 - lower than) the standard rate of corporation tax in the UK of25% (2023 - 23.5%). The differences are explained below:
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Profit/(loss) on ordinary activities before tax
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Profit/(loss) on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 23.5%)
|
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Non-tax deductible amortisation
|
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Expenses not deductible for tax purposes
|
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Surrender of tax losses for R&D tax credit refund
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Adjustments to tax charge in respect of prior periods
|
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Effects of foreign taxation
|
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Additional deduction for R&D expenditure
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Tax credits on R&D expenditure
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Other timing differences leading to an increase (decrease) in taxation
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Movement in deferred tax not recognised
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Total tax charge for the year
|
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Factors that may affect future tax charges
|
Group companies have approximately £5.9m (2023: £7.1m) of taxable losses carried forward available for offset against future taxable profits. The exact release of these losses is uncertain and therefore no deferred tax has been provided.
|
|
ENSCO 1359 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Charge for the year on owned assets
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ENSCO 1359 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Charge for the year on owned assets
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Included within plant and machinery are assets with a net book value of £966,000 (2023: £1,127,000) that are held under finance lease and hire purchase contracts. Depreciation of £161,000 (2023: £161,000) was charged on these assets during the year.
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ENSCO 1359 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Investments in subsidiary companies
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At 1 January 2024 (restated)
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Details on the above restatement can be found in note 2.22.
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The following were subsidiary undertakings of the Company:
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Lander Automotive Limited*
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Manufacture of parts for the automotive industry
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Manufacture of parts for the automotive industry
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Lander Aerospace Limited*
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Manufacture of parts for the aerospace and automotive industry
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Manufacture of parts for the US truck and off-highway market
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* Indirectly held
The registered office of the UK registered subsidiaries is 5 The Courtyard, Timothy's Bridge Road, Stratford Enterprise Park, Stratford-Upon-Avon, CV37 9NP. The registered office of the USA registered subsidiary is 66 Van Raalte St Franklin, NC, 28734-2760 USA.
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ENSCO 1359 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Subsidiary undertakings (continued)
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The aggregate of the share capital and reserves as at 31 December 2024 and the profit or loss for the year ended on that date for the subsidiary undertakings were as follows:
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Aggregate of share capital and reserves
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Lander Automotive Limited*
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Lander Aerospace Limited*
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Raw materials and consumables
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The difference between purchase price or production cost of stocks and their replacement cost is not material.
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ENSCO 1359 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Amounts owed by group undertakings
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Details on the above restatement can be found in note 2.22.
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Prepayments and accrued income
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ENSCO 1359 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Creditors: Amounts falling due within one year
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Other taxation and social security
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Obligations under finance lease and hire purchase contracts
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Accruals and deferred income
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Deferred consideration payable
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The Other loan balance of £1,816,000 (2023: £969,000) includes amounts which are secured by a fixed and floating charge over various assets of the Company and pay interest at a normal commercial rate.
The Bank loan of £407,000 (2023: £795,000) is repayable by instalments commencing January 2021, is secured via a debenture and a corporate guarantee, provided by all group companies, and pays interest at a normal commercial rate.
Advances under debt factoring balances of £2,869,000 (2023: £2,964,000) are secured by a fixed and floating charge over the debtors of the Company.
Obligations under finance lease and hire purchase contracts include amounts which are secured by a fixed and floating charge over various assets they relate to and pay interest at a normal commercial rate.
Deferred consideration is payable by five equal annual instalments of £450,000 commencing September 2022.
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ENSCO 1359 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Creditors: Amounts falling due after more than one year
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Net obligations under finance leases and hire purchase contracts
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Amounts owed to group undertakings
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Deferred consideration payable
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Bank and other loans include £1,408,000 (2023: £1,909,000) that is repayable by instalments commencing January 2021, is secured via a debenture and a corporate guarantee, provided by all group companies, and pays interest at a normal commercial rate.
The other loans balance of £2,676,000 (2023: £3,165,000) includes loans of £Nil (2023: £99,000) which are secured by a fixed and floating charge over various assets of the Company and pay interest at a normal commercial rate and a loan of £2,676,000 (2023: £3,066,000) which is unsecured, bears no interest and is repayable by instalments commencing January 2024.
For amounts owed to group undertakings the underlying agreements specify a rolling annual deferral, the Directors have confirmed that there have been no changes to the agreements and no repayments will be called within twelve months of the year end date. The balances bear interest at 2.0% per annum.
Obligations under finance lease and hire purchase contracts include amounts which are secured by a fixed and floating charge over various assets they relate to and pay interest at a normal commercial rate
Shareholder loans are unsecured and pay interest at 6% per annum.
Deferred consideration is payable by five equal annual instalments of £450,000 commencing September 2022.
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ENSCO 1359 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Analysis of the maturity of loans is given below:
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Amounts falling due within one year
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Amounts falling due 1-5 years
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Hire purchase and finance leases
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Minimum lease payments under hire purchase fall due as follows:
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ENSCO 1359 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Financial assets measured at amortised cost through profit or loss
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Financial liabilities measured at amortised cost through profit or loss
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Financial assets measured at amortised cost through profit or loss comprise cash at bank and in hand, trade debtors, amounts owed by group undertakings and other debtors.
Financial liabilities measured at amortised cost through profit and loss comprise trade creditors, amounts owed to group undertakings, shareholder loans, other creditors and accruals and deferred income.
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Credited to the Statement of Comprehensive Income
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Fixed asset timing differences
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Losses and other deductions
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|
ENSCO 1359 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Allotted, called up and fully paid
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108,700 (2023 - 108,700) Ordinary shares of £1.00 each
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941,300 (2023 - 0) Preference shares of £1.00 each
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The ordinary shares have full rights regarding voting, payment of dividends and distributions. The shares are non-redeemable.
941,300 preference shares were converted from debt to equity on 23 August 2024. The shares have full rights regarding voting, payment of dividends and distributions. The shares are non-redeemable.
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Profit and loss account
This reserve represents cumulative profits and losses.
The Company has joined with other group companies in a Composite Accounting Agreement with the Group's bankers. The Group bank accounts are subject to a set off arrangement and at 31 December 2024 there was a contingent liability of £Nil (2023: £Nil) in respect of other companies not provided in these financial statements.
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Fixed and floating charges
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At 31 December 2024, there is a fixed and floating charge over all the property or undertaking of Ensco 1359 Limited.
The Group operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension charge amounted to £231,000 (2023: £291,000). Contributions amounting to £5,000 at 31 December 2024 (2023: £6,000) were payable to the fund and are included in creditors.
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ENSCO 1359 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
|
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Commitments under operating leases
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At 31 December 2024 the Group had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
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Later than 1 year and not later than 5 years
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The Directors of Lander Aerospace Limited (a 100% owned subsidiary) have identified that a building lease contract, which commenced in the prior period, was not included in the commitments under operating leases disclosure for the year ended 31 December 2023. The future minimum lease payments under non-cancellable operating leases due not later than one year have been restated by £120,000, and those due later than one year and not later than five years have been restated by £330,000. The restatement of the prior year operating lease commitments disclosure has no impact on the balance sheet or the statement of comprehensive income.
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Later than 1 year and not later than 5 years
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The Company had no commitments under non-cancellable operating leases at the balance sheet date.
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Related party transactions
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Exemption has been taken under paragraph 33.1A of FRS 102 not to disclose transactions between wholly owned group companies.
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Post balance sheet events
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In Summer 2025, the Group's key funding facility was successfully renovated.
The controlling party is L R Litwinowicz due to his majority shareholding.
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