Fen-Bay Group Limited - Limited company accounts 20.1

REGISTERED NUMBER: 10753301 (England and Wales)

FEN-BAY GROUP LIMITED

PREVIOUSLY KNOWN AS

HOCKLEY CAPITAL LTD

GROUP STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 29 FEBRUARY 2020

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

3

to

4

Report of the Independent Auditors

5

to

6

Consolidated Income Statement

7

Consolidated Other Comprehensive Income

8

Consolidated Statement of Financial Position

9

Company Statement of Financial Position

10

Consolidated Statement of Changes in Equity

11

Company Statement of Changes in Equity

12

Consolidated Statement of Cash Flows

13

Notes to the Consolidated Statement of Cash Flows

14

Notes to the Consolidated Financial Statements

15

to

26

DIRECTORS:

J H Wright

C A Sedlan

J S H Wright

J R Aitken

J R Raynor

J M Sedlan

M James

D H Wright

L M Butler

D G Butler

REGISTERED OFFICE:

Fen-Bay Services Limited

North End

Welbourn

Lincoln

Lincolnshire

LN5 0ND

REGISTERED NUMBER:

10753301 (England and Wales)

SENIOR STATUTORY AUDITOR:

Damon Brain BFP FCA FMAAT

AUDITORS:

Duncan & Toplis Limited, Statutory Auditor

27-29 Lumley Avenue

Skegness

Lincolnshire

PE25 2AT

BANKERS:

Lloyds Bank Plc

202 High Street

Lincoln

Lincolnshire

LN5 7AP

The directors present their strategic report of the company and the group for the year ended 29 February 2020.

REVIEW OF BUSINESS

The principal activity of the group is the manufacturing of lifting and handling equipment.

Our results are in line with the targets set for the period. We see further opportunities to grow the business in a strategic manner and further research and development into new product lines. We continue to invest in our team members through training and technology in order to best support our customer's needs.

We encourage our team members to take part in charitable activities and continue to build strong links with the community through the support of local and national initiatives and events.

Key Performance Indicators

2020

2019

2018

£

£

£

Revenue

13,890,290

12,096,144

9,181,792

Gross Profit

4,323,413

3,654,214

3,045,671

Operating profit

564,864

679,061

1,348,471

The directors have reviewed the financial performance of the business and consider the results to be in line with the targets set for the period. The directors planned for an increase in operating costs in the current financial year in order to build sufficient resources to meet the next stages of the group's strategic development.

PRINCIPAL RISKS AND UNCERTAINTIES

Management of the business and execution of the group's strategy are subject to a number of risks. Risks are regularly assessed by management in order to ensure processes and systems to mitigate identified risks are implemented. The key risks affecting the group are set out below:

Customers

In order to reduce the potential loss of custom, the group values integrity and seeks to conduct its business in a professional manner and always aspires to provide an excellent service.

Team Members

The business is dependent upon the professional development, recruitment and retention of high-quality team members. We continue to invest in training and developing our team. The group performs annual remuneration reviews in order to be competitive.

Liquidity Risk

The group seeks to manage its liquidity risk by ensuring sufficient liquidity is available to meet financial obligations through managing cash generation and applying invoicing and cash collection targets. The group has bank facilities across a range of terms.

Regulatory Risk

Changes in the regulatory environment that affect the company and its customers may reduce the level of services required, but equally enable the group to take advantage of opportunities.

COVID-19

With respect to the current Covid-19 pandemic, the directors have performed a full risk assessment within the business to ascertain the impact and have taken the appropriate measures and steps to comply with government guidelines and to ensure business continuity.

ON BEHALF OF THE BOARD:

J H Wright - Director

14 December 2020

The directors present their report with the financial statements of the company and the group for the year ended 29 February 2020.

CHANGE OF NAME

The group passed a special resolution on 26 September 2019 changing its name from Hockley Capital Ltd to Fen-Bay Group Limited.

PRINCIPAL ACTIVITY

With over 25 years of industry knowledge, Fen-Bay Services Limited has grown to become one of the leading national providers of loading bay equipment, industrial doors, gates and barriers throughout the UK and Ireland. We provide innovation and patented eco-efficient solutions to our customers, catering for urgent repairs to large industrial projects. Our design solutions are bespoke to each customer with a focus on delivering efficiency, value and exceptional customer service.

DIVIDENDS

No dividends will be distributed for the year ended 29 February 2020.

EVENTS SINCE THE END OF THE YEAR

Information relating to events since the end of the year is given in the notes to the financial statements.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 March 2019 to the date of this report.

J H Wright

C A Sedlan

J S H Wright

J R Aitken

J R Raynor

Other changes in directors holding office are as follows:

J M Sedlan , M James , D H Wright , L M Butler and D G Butler were appointed as directors after 29 February 2020 but prior to the date of this report.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the 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 and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

-	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

ON BEHALF OF THE BOARD:

J H Wright - Director

14 December 2020

Opinion

We have audited the financial statements of Fen-Bay Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 29 February 2020 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Statement of Financial Position, Company Statement of Financial Position, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Statement of Cash Flows and Notes to the Consolidated Statement of Cash Flows, 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 Financial Reporting Standard 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's and of the parent company affairs as at 29 February 2020 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group 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

We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where:

-	the directors' use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or

-

the directors have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the group's ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue.

Other information

The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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.

In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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 Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

-	adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

-	the parent company 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.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page three, 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 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 the 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 either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

Auditors' 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 a Report of the Auditors 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.

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 Report of the Auditors.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors 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.

Damon Brain BFP FCA FMAAT (Senior Statutory Auditor)

for and on behalf of Duncan & Toplis Limited, Statutory Auditor

27-29 Lumley Avenue

Skegness

Lincolnshire

PE25 2AT

18 December 2020

REVENUE

3

13,890,290

12,096,144

Cost of sales

9,566,877

8,441,930

GROSS PROFIT

4,323,413

3,654,214

Administrative expenses

3,777,927

2,984,743

545,486

669,471

Other operating income

19,378

9,590

OPERATING PROFIT

5

564,864

679,061

Interest receivable and similar income

119

127

564,983

679,188

Interest payable and similar expenses

6

34,977

67,228

PROFIT BEFORE TAXATION

530,006

611,960

Tax on profit

7

143,624

176,615

PROFIT FOR THE FINANCIAL YEAR

386,382

435,345

Profit attributable to:

Owners of the parent

386,382

435,345

PROFIT FOR THE YEAR

386,382

435,345

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

386,382

435,345

Total comprehensive income attributable to:

Owners of the parent

386,382

435,345

FIXED ASSETS

Intangible assets

9

3,204,471

3,559,037

Property, plant and equipment

10

512,057

757,245

Investments

11

-

-

3,716,528

4,316,282

CURRENT ASSETS

Inventories

12

1,164,718

1,093,930

Debtors

13

3,147,798

4,300,415

Cash at bank and in hand

921,721

198,296

5,234,237

5,592,641

CREDITORS

Amounts falling due within one year

14

2,315,607

3,277,960

NET CURRENT ASSETS

2,918,630

2,314,681

TOTAL ASSETS LESS CURRENT LIABILITIES

6,635,158

6,630,963

CREDITORS

Amounts falling due after more than one year

15

(39,207

)

(444,036

)

PROVISIONS FOR LIABILITIES

19

(80,617

)

(57,975

)

NET ASSETS

6,515,334

6,128,952

CAPITAL AND RESERVES

Called up share capital

20

154

154

Share premium

21

4,615,231

4,615,231

Retained earnings

21

1,899,949

1,513,567

SHAREHOLDERS' FUNDS

6,515,334

6,128,952

The financial statements were approved by the Board of Directors and authorised for issue on 14 December 2020 and were signed on its behalf by:

J H Wright - Director

FIXED ASSETS

Intangible assets

9

-

-

Property, plant and equipment

10

-

-

Investments

11

6,344,984

6,344,984

6,344,984

6,344,984

CURRENT ASSETS

Debtors

13

619

-

Cash at bank

457

130

1,076

130

CREDITORS

Amounts falling due within one year

14

1,719,172

1,347,433

NET CURRENT LIABILITIES

(1,718,096

)

(1,347,303

)

TOTAL ASSETS LESS CURRENT LIABILITIES

4,626,888

4,997,681

CREDITORS

Amounts falling due after more than one year

15

-

401,189

NET ASSETS

4,626,888

4,596,492

CAPITAL AND RESERVES

Called up share capital

20

154

154

Share premium

21

4,615,231

4,615,231

Retained earnings

21

11,503

(18,893

)

SHAREHOLDERS' FUNDS

4,626,888

4,596,492

Company's profit/(loss) for the financial year

30,396

(2,163

)

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

The financial statements were approved by the Board of Directors and authorised for issue on 14 December 2020 and were signed on its behalf by:

J H Wright - Director

Called up

share

Retained

Share

Total

capital

earnings

premium

equity

£

£

£

£

Balance at 1 March 2018

154

1,078,222

4,615,231

5,693,607

Changes in equity

Total comprehensive income

-

435,345

-

435,345

Balance at 28 February 2019

154

1,513,567

4,615,231

6,128,952

Changes in equity

Total comprehensive income

-

386,382

-

386,382

Balance at 29 February 2020

154

1,899,949

4,615,231

6,515,334

Called up

share

Retained

Share

Total

capital

earnings

premium

equity

£

£

£

£

Balance at 1 March 2018

154

(16,730

)

4,615,231

4,598,655

Changes in equity

Total comprehensive income

-

(2,163

)

-

(2,163

)

Balance at 28 February 2019

154

(18,893

)

4,615,231

4,596,492

Changes in equity

Total comprehensive income

-

30,396

-

30,396

Balance at 29 February 2020

154

11,503

4,615,231

4,626,888

Cash flows from operating activities

Cash generated from operations

1

1,382,089

917,636

Interest paid

(32,447

)

(66,974

)

Interest element of hire purchase payments paid

(2,171

)

(254

)

Tax paid

(82,995

)

(145,068

)

CT interest & other interest

(359

)

-

Net cash from operating activities

1,264,117

705,340

Cash flows from investing activities

Purchase of intangible fixed assets

(49,799

)

(12,994

)

Purchase of tangible fixed assets

(158,582

)

(278,171

)

Sale of tangible fixed assets

300,696

10,500

Interest received

119

127

Net cash from investing activities

92,434

(280,538

)

Cash flows from financing activities

Loan repayments in year

(635,772

)

(441,987

)

Capital repayments in year

(18,166

)

(2,213

)

Amount introduced by directors

95,455

460,286

Amount withdrawn by directors

(74,643

)

(519,484

)

Net cash from financing activities

(633,126

)

(503,398

)

Increase/(decrease) in cash and cash equivalents

723,425

(78,596

)

Cash and cash equivalents at beginning of year

2

198,296

276,892

Cash and cash equivalents at end of year

2

921,721

198,296

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2020

2019

£

£

Profit before taxation

530,006

611,960

Depreciation charges

106,885

67,635

Loss on disposal of fixed assets

17,309

19,272

Amortisation charges

404,365

391,936

Finance costs

34,977

67,228

Finance income

(119

)

(127

)

1,093,423

1,157,904

Increase in inventories

(70,788

)

(603,897

)

Decrease/(increase) in trade and other debtors

1,128,294

(345,982

)

(Decrease)/increase in trade and other creditors

(768,840

)

709,611

Cash generated from operations

1,382,089

917,636

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:

Year ended 29 February 2020

29.2.20

1.3.19

£

£

Cash and cash equivalents

921,721

198,296

Year ended 28 February 2019

28.2.19

1.3.18

£

£

Cash and cash equivalents

198,296

276,892

3.	ANALYSIS OF CHANGES IN NET (DEBT)/FUNDS

Other

HP assets

non-cash

At 1.3.19

Cash flow

returned

changes

At 29.2.20

£

£

£

£

£

Net cash

Cash at bank

and in hand

198,296

723,425

-

921,721

198,296

723,425

-

921,721

Debt

Finance leases

(64,380

)

12,596

69,950

(85,500

)

(67,334

)

Debts falling due

within 1 year

(596,680

)

234,583

-

-

(362,097

)

Debts falling due

after 1 year

(401,189

)

401,189

-

-

-

(1,062,249

)

648,368

69,950

(85,500

)

(429,431

)

Total

(863,953

)

1,371,793

69,950

(85,500

)

492,290

1.	STATUTORY INFORMATION

Fen-Bay Group 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 General 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" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Basis of consolidation

The group financial statements consolidate the financial statements of Fen-Bay Group Limited and all its subsidiary undertakings drawn up to the last day of February each year.

A subsidiary is an entity controlled by the Group. Control is the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. Where the Group owns less than 50% of the voting powers of an entity but controls the entity by virtue of an agreement with other investors which give it control of the financial and operating policies of the entity it accounts for that entity as a subsidiary.

Any subsidiary undertakings or associates sold or acquired during the year are included up to, or from, the dates of change of control or change of significant influence respectively.

All intra-group transactions, balances, income and expenses are eliminated on consolidation. Adjustments are made to eliminate the profit or loss arising on transactions with associates to the extent of the Group's interest in the entity.

The parent company has taken advantage of section 408 of the Companies Act 2006 and has not included its own Income Statement in these financial statements.

Revenue

Revenue is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Goodwill

Goodwill, being the amount paid in connection with the acquisition of a business in 2017, is being amortised evenly over its estimated useful life of ten years.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Patents and licences are being amortised evenly over their estimated useful life of five years.

Computer software is being amortised evenly over its estimated useful life of five years.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life or, if held under a finance lease, over the lease term, whichever is the shorter.

Freehold property

-

Property - 2% on cost to residual value

Short leasehold

-

10% on reducing balance

Plant and machinery

-

25% on reducing balance

Fixtures and fittings

-

25% on reducing balance

Motor vehicles

-

25% on reducing balance

Computer equipment

-

25% on reducing balance

Tangible fixed assets are stated at cost less accumulated depreciation.