Enviromesh Group Limited - Period Ending 2019-12-31

Registration number: 08311796

Enviromesh Group Limited

Annual Report and Unaudited Financial Statements

for the Year Ended 31 December 2019

MI Accountancy Solutions Limited
Garner Street Business Park
Etruria
Stoke on Trent
Staffordshire
ST4 7BH

 

Enviromesh Group Limited

Contents

Company Information	1
Directors' Report	2
Accountants' Report	3
Balance Sheet	4 to 5
Notes to the Unaudited Financial Statements	6 to 12

Enviromesh Group Limited

Company Information

Directors

Mr Neil Holmes Mr Ritchy Stokes

Registered office

Garner Street Business Park Etruria Stoke on Trent Staffordshire ST4 7BH

Accountants

MI Accountancy Solutions Limited Garner Street Business Park Etruria Stoke on Trent Staffordshire ST4 7BH

Page 1

Enviromesh Group Limited

Directors' Report for the Year Ended 31 December 2019

The directors present their report and the financial statements for the year ended 31 December 2019.

Directors of the company

The directors who held office during the year were as follows:

Mr Neil Holmes

Mr Ritchy Stokes

Principal activity

The principal activity of the company is Holding Company

Small companies provision statement

This report has been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

Approved by the Board on 22 September 2020 and signed on its behalf by:

Mr Neil Holmes Director

Mr Ritchy Stokes Director

Page 2

Chartered Accountants' Report to the Board of Directors on the Preparation of the Unaudited Statutory Accounts of
Enviromesh Group Limited
for the Year Ended 31 December 2019

In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the accounts of Enviromesh Group Limited for the year ended 31 December 2019 as set out on pages 4 to 12 from the company's accounting records and from information and explanations you have given us.

As a practising member firm of the Institute of Chartered Accountants in England and Wales (ICAEW), we are subject to its ethical and other professional requirements which are detailed at
http://www.icaew.com/en/members/regulations-standards-and-guidance/.

This report is made solely to the Board of Directors of Enviromesh Group Limited, as a body, in accordance with the terms of our engagement letter. Our work has been undertaken solely to prepare for your approval the accounts of Enviromesh Group Limited and state those matters that we have agreed to state to the Board of Directors of Enviromesh Group Limited, as a body, in this report in accordance with ICAEW Technical Release 07/16 AAF. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than Enviromesh Group Limited and its Board of Directors as a body for our work or for this report.

It is your duty to ensure that Enviromesh Group Limited has kept adequate accounting records and to prepare statutory accounts that give a true and fair view of the assets, liabilities, financial position and profit of Enviromesh Group Limited. You consider that Enviromesh Group Limited is exempt from the statutory audit requirement for the year.

We have not been instructed to carry out an audit or a review of the accounts of Enviromesh Group Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory accounts.

MI Accountancy Solutions Limited
Garner Street Business Park
Etruria
Stoke on Trent
Staffordshire
ST4 7BH

22 September 2020

Page 3

Enviromesh Group Limited

(Registration number: 08311796)
Balance Sheet as at 31 December 2019

	Note	2019 £	2018 £
Fixed assets
Tangible assets	3	37,714	50,482
Investments	4	1,428,572	1,428,572
		1,466,286	1,479,054
Current assets
Debtors	5	203,235	-
Cash at bank and in hand		181,688	257,407
		384,923	257,407
Creditors: Amounts falling due within one year	6	(60,000)	(71,210)
Net current assets		324,923	186,197
Total assets less current liabilities		1,791,209	1,665,251
Creditors: Amounts falling due after more than one year	6	(120,000)	(180,000)
Net assets		1,671,209	1,485,251
Capital and reserves
Called up share capital	7	300	300
Share premium reserve		1,028,427	1,028,427
Profit and loss account		642,482	456,524
Total equity		1,671,209	1,485,251

For the financial year ending 31 December 2019 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

•	The members have not required the company to obtain an audit of its accounts for the year in question in accordance with section 476; and
•	The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These financial statements have been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

These financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime and the option not to file the Profit and Loss Account has been taken.

The notes on pages 6 to 12 form an integral part of these financial statements.

Page 4

Enviromesh Group Limited

(Registration number: 08311796)
Balance Sheet as at 31 December 2019

Approved and authorised by the Board on 22 September 2020 and signed on its behalf by:
 

Mr Neil Holmes Director

Mr Ritchy Stokes Director

The notes on pages 6 to 12 form an integral part of these financial statements.

Page 5

Enviromesh Group Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2019

1	General information

The company is a private company limited by share capital, incorporated in England.

The address of its registered office is:
Garner Street Business Park
Etruria
Stoke on Trent
Staffordshire
ST4 7BH
England

These financial statements were authorised for issue by the Board on 22 September 2020.

2	Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A - 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006.

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

Going concern

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

Exemption from preparing group accounts

The company has taken advantage of the exemption in section 398 of the Companies Act 2006 from the requirement to prepare consolidated financial statements, on the grounds that it is a small sized group.

Tangible assets

Tangible assets are stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class	Depreciation method and rate
Other property, plant and equipment	1-2 years on costs
Fixtures, fittings and equipment	2-5 years on costs
Motor vehicles	2-3 years on costs

Page 6

Enviromesh Group Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2019

Business combinations

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

Investments

Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.

Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Trade debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the Profit and Loss Account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Page 7

Enviromesh Group Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2019

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Dividends

Dividend distribution to the company’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.

Page 8

Enviromesh Group Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2019

3	Tangible assets

	Furniture, fittings and equipment  £	Motor vehicles  £	Total £
Cost or valuation
At 1 January 2019	39,289	21,550	60,839
Additions	12,040	-	12,040
At 31 December 2019	51,329	21,550	72,879
Depreciation
At 1 January 2019	5,603	4,754	10,357
Charge for the year	12,472	12,336	24,808
At 31 December 2019	18,075	17,090	35,165
Carrying amount
At 31 December 2019	33,254	4,460	37,714
At 31 December 2018	33,686	16,796	50,482

4	Investments

	2019 £	2018 £
Investments in subsidiaries	1,428,572	1,428,572

Subsidiaries	£
Cost or valuation
At 1 January 2019	1,428,572
Provision
Carrying amount
At 31 December 2019	1,428,572
At 31 December 2018	1,428,572

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:

Page 9

Enviromesh Group Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2019

Undertaking	Registered office	Holding	Proportion of voting rights and shares held
			2019	2018
Subsidiary undertakings
Cerana Limited	Garner Street Business Park, Euturia Stoke on Trent ST4 7BH England	Ordinary	100%	100%
Enviromesh Limited	Garner Street Buiness Park, Euturia, Stoke on Trent ST4 7BH England	Ordinary	100%	100%
Enviromesh Construct Ltd	Garner Street Business Park Garner Street, Etruria, Stoke-On-Trent, United Kingdom, ST4 7BH England	Ordinary	100%	0%
Enviromesh Geotechnics Ltd	Garner Street Business Park Garner Street, Etruria, Stoke-On-Trent, Staffs, United Kingdom, ST4 7BH England	Ordinary	100%	0%
Enviromesh Manufacturing Ltd	Garner Street Business Park Garner Street, Etruria, Stoke-On-Trent, United Kingdom, ST4 7BH England	Ordinary	100%	0%

Subsidiary undertakings

Cerana Limited The principal activity of Cerana Limited is manufacture, design and supply of all gabion retaining wall solutions..

Enviromesh Limited The principal activity of Enviromesh Limited is Dormant.

Enviromesh Construct Ltd The principal activity of Enviromesh Construct Ltd is Dormant.

Enviromesh Geotechnics Ltd The principal activity of Enviromesh Geotechnics Ltd is Dormant.

Page 10

Enviromesh Group Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2019

Enviromesh Manufacturing Ltd The principal activity of Enviromesh Manufacturing Ltd is Dormant.

5

Debtors

	Note	2019 £	2018 £
Amounts owed by group undertakings and undertakings in which the company has a participating interest	10	203,235	-
		203,235	-

6

Creditors

Creditors: amounts falling due within one year

	Note	2019 £	2018 £
Due within one year
Bank and other loans	8	60,000	60,000
Amounts owed to group undertakings and undertakings in which the company has a participating interest	10	-	11,210
		60,000	71,210
Due after one year
Loans and borrowings	8	120,000	180,000

Creditors: amounts falling due after more than one year

	Note	2019 £	2018 £
Due after one year
Loans and borrowings	8	120,000	180,000

7	Share capital

Allotted, called up and fully paid shares

	2019		2018
	No.	£	No.	£
Ordinary Shares of £1 each	300	300	300	300

Page 11

Enviromesh Group Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2019

8	Loans and borrowings

	2019 £	2018 £
Non-current loans and borrowings
Other borrowings	120,000	180,000

	2019 £	2018 £
Current loans and borrowings
Other borrowings	60,000	60,000

Other borrowings

Loan notes is denominated in sterling with a nominal interest rate of 0%, and the final instalment is due on 1 July 2022. The carrying amount at year end is £180,000 (2018 - £240,000).

9

Dividends

		2019		2018
		£		£
Final dividend of £893 (2018 - £473) per ordinary share		268,000		142,000

10	Related party transactions

Summary of transactions with all subsidiaries

Cerana Limited is a wholly-owned subsidiary of the company.
 During the year the company received £475,411 (2018: £297,336) of dividends from Cerana Limited.
 

Summary of transactions with other related parties

Roger Farmer is a previous director of the company.
 Following the group reorganisation, Mr Farmer sold his shares in Cerana Limited to Enviromesh Group Limited for £400,000. At the balance sheet date £180,000 is still due from the company. This is shown within loans and borrowings.
 

Page 12