SDM Safety Netting & Scaffold Limited - Accounts to registrar (filleted)

REGISTERED NUMBER: 14229969 (England and Wales)

FINANCIAL STATEMENTS

FOR THE PERIOD 1 SEPTEMBER 2023 TO 27 FEBRUARY 2025

FOR

SDM SAFETY NETTING & SCAFFOLD LIMITED

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTOR:

R G Melton

REGISTERED OFFICE:

27-29 Old Market

Wisbech

Cambridgeshire

PE13 1NE

REGISTERED NUMBER:

14229969 (England and Wales)

SENIOR STATUTORY AUDITOR:

Robert Booty ACA FCCA CTA

AUDITORS:

Wheelers

Chartered Accountants, Tax Consultants

& Statutory Auditors

27-29 Old Market

Wisbech

Cambridgeshire

PE13 1NE

FIXED ASSETS

Tangible assets

4

255,961

184,449

CURRENT ASSETS

Debtors

5

269,870

169,862

Cash at bank

19,417

37,176

289,287

207,038

CREDITORS

Amounts falling due within one year

6

759,901

551,514

NET CURRENT LIABILITIES

(470,614

)

(344,476

)

TOTAL ASSETS LESS CURRENT

LIABILITIES

(214,653

)

(160,027

)

PROVISIONS FOR LIABILITIES

9

-

97,923

NET LIABILITIES

(214,653

)

(257,950

)

CAPITAL AND RESERVES

Called up share capital

100

Retained earnings

(214,753

)

(258,050

)

(214,653

)

(257,950

)

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Statement of Income and Retained Earnings has not been delivered.

The financial statements were approved by the director and authorised for issue on 22 May 2026 and were signed by:

R G Melton - Director

1.	STATUTORY INFORMATION

SDM Safety Netting & Scaffold Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The financial statements have been prepared on a going concern basis.

During the period, the company decided for operating reasons to change the accounting reference date to 27 February. The current period is an 18-month period and the comparatives are for a 12-month period.

Events and Conditions

The Company has reported a profit for the year and continues to trade profitably subsequent to the reporting date. However, at the reporting date the Company had a net liabilities of £214,653.

The Company forms part of a wider group that has experienced trading losses and cash flow pressures. Subsequent to the reporting date, on 27 November 2025, two fellow subsidiary companies entered insolvency processes and a further fellow subsidiary entered liquidation on 15 January 2026. Further details of these events are set out in Note 11. The parent company, Stuart Holdings Limited, and the remaining trading subsidiaries including the Company have not entered administration or liquidation and continue to operate.

All subsidiary companies are indebted to the parent company at 27 February 2025. These balances are secured by debentures granted in favour of the parent company. However, the timing and quantum of any recoveries under those debentures are dependent on the outcome of formal insolvency processes and the realisable value of the underlying assets. Such outcomes are inherently uncertain and not within the direct control of the Group. Recoveries may also be affected by the settlement of preferential and secured creditor claims ranking ahead of or pari passu with the parent company.

The administrator of a fellow subsidiary has raised certain queries regarding the origins of the loan balances and the validity of the debentures in place. Although the directors consider this to be remote, if this were the case then it is possible that the parent company may well be in a position whereby it has amounts payable to fellow subsidiaries in administration. Depending on the quantum of these balances it could have a material effect on the Group's ability to continue as a going concern.

Although the Company is currently generating profits and positive operating cash flows, its ability to continue as a going concern is dependent upon:

- The continued support of its parent undertaking;

- The ongoing availability of working capital facilities within the Group; and

- The broader financial stability of the Group following the insolvency of certain entities.

The outcome of the administration and liquidation processes affecting fellow subsidiaries, and the impact on overall Group liquidity, remain uncertain.

Forecasts and Mitigating Factors

The director has prepared forecasts covering a period to 28 February 2027.

The forecasts demonstrate that the Company is expected to continue generating profits and positive operating cash flows. The projections assume:

- Continuation of current trading levels and margins;

- Retention of key customer contracts;

- No material adverse change in working capital cycles; and

- Ongoing financial support from the parent undertaking.

After considering the forecasts and the current trading performance of the Company, the director has concluded that it is appropriate to prepare the financial statements on a going concern basis.

Material Uncertainty

Notwithstanding the profitable trading performance, the Company’s net liabilities position, its reliance on Group support and the wider Group insolvency events described above indicate the existence of a material uncertainty which may cast significant doubt on the Company’s ability to continue as a going concern.

The financial statements do not include any adjustments that would result if the Company were unable to continue as a going concern.

Significant judgements and estimates

Significant Judgements

The director has exercised significant judgement in concluding that the going concern basis of preparation remains appropriate despite:

- The Company’s net liabilities position at the reporting date;

- Its reliance on financial support from its parent undertaking; and

- The insolvency of certain fellow subsidiaries subsequent to the reporting date.

Key Sources of Estimation Uncertainty

There is material estimation uncertainty in respect of:

- The recoverability and timing of settlement of intra-group balances;

- The continued availability of Group funding arrangements; and

- Forecast revenue and working capital assumptions.

The ultimate outcome of these matters may differ from the assumptions applied in the forecasts.

Turnover

Revenue comprises the fair value of the consideration received or receivable, net of value added tax, rebates and discounts.

Revenue and profit are recognised as follows:

Revenue on long term contracts is recognised by reference to the stage of completion of contract activity, and therefore, is sensitive to the ability to reliably assess the stage of completion. This is normally based on the costs incurred to date as a proportion of total anticipated contract costs. However, if this does not accurately reflect the stage of completion then an alternative approach is used instead. In making the assessment of costs to complete the contract, management considers not only specific forecast costs but also the level of risk on the project. In addition, if the final outcome of a contract cannot be reliably assessed, revenue recognition is limited to the level of costs incurred until such time that the contract has progressed sufficiently to make profit recognition appropriate. Where a contract is forecast to be loss making, full provision is made for such losses in the first year in which they are foreseen.

Revenue relating to additional hire that exceeds the initial contract window is considered separately and recognised in the period in which it relates to.

Claims and variations are recognised as income when received or certified for payment, except that in preparing contract forecasts to completion, prudent and reasonable evaluation of claims may be included to mitigate foreseeable losses and only to the extent that there is reasonable certainty of recoverability.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Leasehold improvements

-

10% on cost and over term of the lease

Plant and machinery

-

25% on cost and 15% on reducing balance

Fixtures and fittings

-

15% on reducing balance

Motor vehicles

-

25% on reducing balance

Computer equipment

-

20% reducing balance

Tangible fixed assets are initially measured at cost. Cost includes the purchase price of the asset and any costs 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.

Tangible fixed assets are subsequently measured using the cost model and are stated at cost less accumulated depreciation and accumulated impairment losses.

Taxation

Taxation for the period comprises current and deferred tax. Tax is recognised in the Statement of Income and Retained Earnings, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the period end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Hire purchase and leasing commitments

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

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Long term contracts

Amounts recoverable on contracts, which are included in debtors, are stated at cost plus attributable profit to the extent that this is reasonably certain after making provisions for contingencies less any losses incurred or foreseen in bringing contracts to completion, and less amounts received as progress payments. Cost for this purpose includes material costs and all overheads other than those relating to the general administration of the company. For any contracts where receipts exceed book value of work done, the excess is included in creditors as payments on account.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the period was 13 (2023 - 7 ) .

4.	TANGIBLE FIXED ASSETS

Fixtures

Leasehold

Plant and

and

improvements

machinery

fittings

£

COST

At 1 September 2023

12,215

79,582

1,612

Additions

2,138

114,832

-

Disposals

-

At 27 February 2025

14,353

194,414

1,612

DEPRECIATION

At 1 September 2023

4,329

4,027

105

Charge for period

2,128

38,732

339

Eliminated on disposal

-

At 27 February 2025

6,457

42,759

444

NET BOOK VALUE

At 27 February 2025

7,896

151,655

1,168

At 31 August 2023

7,886

75,555

1,507

Motor

Computer

vehicles

equipment

Totals

£

COST

At 1 September 2023

101,935

5,391

200,735

Additions

32,165

3,544

152,679

Disposals

(2,180

)

-

(2,180

)

At 27 February 2025

131,920

8,935

351,234

DEPRECIATION

At 1 September 2023

7,440

385

16,286

Charge for period

36,534

2,242

79,975

Eliminated on disposal

(988

)

-

(988

)

At 27 February 2025

42,986

2,627

95,273

NET BOOK VALUE

At 27 February 2025

88,934

6,308

255,961

At 31 August 2023

94,495

5,006

184,449

5.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

27.2.25

31.8.23

£

Trade debtors

192,166

117,476

Amounts recoverable on contracts

2,897

10,841

Other debtors

74,807

41,545

269,870

169,862

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

27.2.25

31.8.23

£

Payments on account

70,470

79,975

Trade creditors

15,122

25,116

Amounts owed to group undertakings

634,586

416,286

Other creditors

39,723

30,137

759,901

551,514

7.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

27.2.25

31.8.23

£

Within one year

10,475

4,920

Between one and five years

875

-

11,350

4,920

A tenancy at will for the property which SDM Safety Netting and Scaffold Limited trades from was signed in SDM Fabrication Limited's name, a fellow group company.

SDM Fabrication Limited entered administration on 27 November 2025. The company continues to operate from the site and in March 2025 the new agreement was signed by SDM Safety Netting and Scaffold Limited.

The tenancy at will is a rolling 12-month agreement, the directors consider that there is no reason why this rolling agreement would not be renewed and has no expiry date. In regard to the leasehold improvements in these financial statements the director's consider that the underlying useful life of the assets, in line with the company's accounting policy, is the most accurate treatment given the improvements continue to have value.

8.	SECURED DEBTS

The following secured debts are included within creditors:

27.2.25

31.8.23

£

Amounts owed to parent company

618,338

-

The loan is secured by a debenture in favour of the parent company, Stuart Holdings Limited, the debenture contains fixed and floating charges over the assets of the company.

9.	PROVISIONS FOR LIABILITIES

27.2.25

31.8.23

£

Other provisions

Onerous contracts

-

97,923

Onerous contracts

At 31 August 2023, the provision for onerous contracts related to a sales contract entered in to by the company before the year end, where the director anticipated that the contract would ultimately be loss making. In accordance with FRS 102, a provision was made for the anticipated loss.

10.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was qualified on the following basis:

Basis for disclaimer of opinion

On the 27 November 2025, SDM Fabrication Limited, the predominant trading subsidiary of the group that SDM Safety Netting and Scaffold Limited belongs, entered administration and another fellow subsidiary Stuart Cranes & Plant Limited entered liquidation, together with a further fellow subsidiary, Stuart Design & Build Limited on 15 January 2026.

As detailed in note 2, SDM Safety Netting & Scaffold Limited and most fellow subsidiary companies are indebted to the parent company at 27 February 2025. These balances are secured by way of debentures in favour of the parent company. The total owing across the group to the parent company at 27 February 2025 was £1,619,079 of which SDM Safety Netting & Scaffold Limited owed £618,338. The administrator has subsequently raised substantive queries regarding these loan balances and the validity of the debentures in place. The directors are in the process of obtaining legal advice regarding this matter but are currently not in a position to make an assessment of the effect of these challenges. The effect of the outcome could be that intercompany balances are to be reclassified as transactions between different group entities. In addition movements on these balances subsequent to the balance sheet date may also be subject to reclassification.

Furthermore, if the validity of the debentures and security is found to not be enforceable then this could have a material effect on the remaining group members, if the balances were called upon by the parent company or companies in administration or insolvency processes. Depending upon the outcome of these investigations, it could result in members of the Group and the company impairing intercompany loan balances and may result in the accounts being prepared on a basis other than that of a going concern.

We were unable to confirm or verify by alternative means the likely outcome of the position. The effects are so material and pervasive that we are unable to form an opinion on the going concern basis or that the intra-group balances contained within the financial statements are free from mis-statement.

Robert Booty ACA FCCA CTA (Senior Statutory Auditor)

for and on behalf of Wheelers

11.	RELATED PARTY DISCLOSURES

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

At the end of the period, amounts still outstanding from staff loans to group employees amounted to £6,819 (2023 - £6,819).

12.	POST BALANCE SHEET EVENTS

On 27 November 2025, subsequent to the reporting date, two fellow subsidiary companies of the Group entered insolvency processes and one further fellow subsidiary followed on the 15 January 2026.

The insolvency appointments arose following continued trading losses and cash flow pressures within those entities. At the reporting date, although trading conditions were challenging, formal insolvency processes had not commenced.

All subsidiary companies are indebted to the parent company and such balances are secured by debentures granted in favour of the parent company. The recoverability of those balances is dependent upon the outcome of the administration and liquidation processes and the realisation of underlying assets of these fellow subsidiary entities. The administrator of these entities has subsequently raised substantive queries regarding these loan balances and the validity of the debentures in place.

The directors are actively engaging with the appointed administrator and liquidators to maximise asset recoveries. As at the date of approval of these financial statements, the financial effect of the insolvency processes, including the level and timing of any distributions to the parent company, cannot be reliably quantified.

These events have been considered as part of the directors’ assessment of going concern as set out in Note 2.

13.	ULTIMATE PARENT COMPANY

Stuart Holdings Limited (incorporated in England and Wales) is regarded by the directors as being

the company's ultimate parent company.

The registered office of Stuart Holdings Limited is 27-29 Old Market, Wisbech, Cambridgeshire, England, PE13 1NE. Copies of group accounts can be obtained from Companies House.