ACCOUNTS - Final Accounts preparation

Operating profit

The operating profit is stated after charging:

CARVER HOLDINGS LIMITED - Company Information

Caseware UK (AP4) 2021.0.152 2021.0.152 2021-12-312021-12-312021-12-31The principal activity of the Company is that of a holdings company. The principal activity of the Group is that of a builders', plumbers' and timber merchant.false2021-01-01false00false 11640339 2021-01-01 2021-12-31 11640339 2020-01-01 2020-12-31 11640339 2021-12-31 11640339 2020-12-31 11640339 2020-01-01 11640339 2 2021-01-01 2021-12-31 11640339 2 2020-01-01 2020-12-31 11640339 d:CompanySecretary1 2021-01-01 2021-12-31 11640339 d:Director1 2021-01-01 2021-12-31 11640339 d:Director2 2021-01-01 2021-12-31 11640339 d:Director3 2021-01-01 2021-12-31 11640339 d:Director4 2021-01-01 2021-12-31 11640339 d:Director5 2021-01-01 2021-12-31 11640339 d:Director6 2021-01-01 2021-12-31 11640339 d:RegisteredOffice 2021-01-01 2021-12-31 11640339 e:Buildings 2021-01-01 2021-12-31 11640339 e:MotorVehicles 2021-01-01 2021-12-31 11640339 e:FurnitureFittings 2021-01-01 2021-12-31 11640339 e:OfficeEquipment 2021-01-01 2021-12-31 11640339 e:ComputerEquipment 2021-01-01 2021-12-31 11640339 e:Goodwill 2021-01-01 2021-12-31 11640339 e:CurrentFinancialInstruments 2021-12-31 11640339 e:CurrentFinancialInstruments 2020-12-31 11640339 e:Non-currentFinancialInstruments 2021-12-31 11640339 e:Non-currentFinancialInstruments 2020-12-31 11640339 e:CurrentFinancialInstruments e:WithinOneYear 2021-12-31 11640339 e:CurrentFinancialInstruments e:WithinOneYear 2020-12-31 11640339 e:Non-currentFinancialInstruments e:AfterOneYear 2021-12-31 11640339 e:Non-currentFinancialInstruments e:AfterOneYear 2020-12-31 11640339 e:Non-currentFinancialInstruments e:BetweenOneTwoYears 2021-12-31 11640339 e:Non-currentFinancialInstruments e:BetweenOneTwoYears 2020-12-31 11640339 e:Non-currentFinancialInstruments e:BetweenTwoFiveYears 2021-12-31 11640339 e:Non-currentFinancialInstruments e:BetweenTwoFiveYears 2020-12-31 11640339 e:Non-currentFinancialInstruments e:MoreThanFiveYears 2021-12-31 11640339 e:Non-currentFinancialInstruments e:MoreThanFiveYears 2020-12-31 11640339 e:ShareCapital 2021-01-01 2021-12-31 11640339 e:ShareCapital 2021-12-31 11640339 e:ShareCapital 2020-01-01 2020-12-31 11640339 e:ShareCapital 2020-12-31 11640339 e:ShareCapital 2020-01-01 11640339 e:OtherMiscellaneousReserve 2021-01-01 2021-12-31 11640339 e:OtherMiscellaneousReserve 2021-12-31 11640339 e:OtherMiscellaneousReserve 2 2021-01-01 2021-12-31 11640339 e:OtherMiscellaneousReserve 2020-01-01 2020-12-31 11640339 e:OtherMiscellaneousReserve 2020-12-31 11640339 e:OtherMiscellaneousReserve 2020-01-01 11640339 e:OtherMiscellaneousReserve 2 2020-01-01 2020-12-31 11640339 e:MergerReserve 2021-01-01 2021-12-31 11640339 e:RetainedEarningsAccumulatedLosses 2021-01-01 2021-12-31 11640339 e:RetainedEarningsAccumulatedLosses 2021-12-31 11640339 e:RetainedEarningsAccumulatedLosses 2 2021-01-01 2021-12-31 11640339 e:RetainedEarningsAccumulatedLosses 2020-01-01 2020-12-31 11640339 e:RetainedEarningsAccumulatedLosses 2020-12-31 11640339 e:RetainedEarningsAccumulatedLosses 2020-01-01 11640339 e:RetainedEarningsAccumulatedLosses 2 2020-01-01 2020-12-31 11640339 d:OrdinaryShareClass1 2021-01-01 2021-12-31 11640339 d:OrdinaryShareClass1 2021-12-31 11640339 d:OrdinaryShareClass1 2020-12-31 11640339 d:OrdinaryShareClass2 2021-01-01 2021-12-31 11640339 d:OrdinaryShareClass2 2021-12-31 11640339 d:OrdinaryShareClass2 2020-12-31 11640339 d:OrdinaryShareClass3 2021-01-01 2021-12-31 11640339 d:OrdinaryShareClass3 2021-12-31 11640339 d:OrdinaryShareClass3 2020-12-31 11640339 d:FRS102 2021-01-01 2021-12-31 11640339 d:Audited 2021-01-01 2021-12-31 11640339 d:FullAccounts 2021-01-01 2021-12-31 11640339 d:PrivateLimitedCompanyLtd 2021-01-01 2021-12-31 11640339 e:Subsidiary1 2021-01-01 2021-12-31 11640339 e:Subsidiary1 1 2021-01-01 2021-12-31 11640339 e:Subsidiary2 2021-01-01 2021-12-31 11640339 e:Subsidiary2 1 2021-01-01 2021-12-31 11640339 e:Subsidiary3 2021-01-01 2021-12-31 11640339 e:Subsidiary3 1 2021-01-01 2021-12-31 11640339 e:Subsidiary4 2021-01-01 2021-12-31 11640339 e:Subsidiary4 1 2021-01-01 2021-12-31 11640339 e:Subsidiary5 2021-01-01 2021-12-31 11640339 e:Subsidiary5 1 2021-01-01 2021-12-31 11640339 d:Consolidated 2021-12-31 11640339 d:ConsolidatedGroupCompanyAccounts 2021-01-01 2021-12-31 11640339 2 2021-01-01 2021-12-31 11640339 6 2021-01-01 2021-12-31 11640339 e:JointVenture1 2021-01-01 2021-12-31 11640339 e:JointVenture1 1 2021-01-01 2021-12-31 11640339 e:JointVenture2 2021-01-01 2021-12-31 11640339 e:JointVenture2 1 2021-01-01 2021-12-31 11640339 e:ShareCapital 2 2021-01-01 2021-12-31 11640339 e:ShareCapital 2 2020-01-01 2020-12-31 xbrli:shares iso4217:GBP xbrli:pure

Registered number: 11640339

CARVER HOLDINGS LIMITED

ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

CARVER HOLDINGS LIMITED

COMPANY INFORMATION

Directors	R D Boult
	H J Carver
	A E Dinham
	R N Kendrick
	S C Moore
	B R Purslow


Company secretary	R N Kendrick


Registered number	11640339


Registered office	Littles Lane
	Wolverhampton
	WV1 1JY


Independent auditors	WR Partners
	Chartered Accountants & Statutory Auditors
	Belmont House
	Shrewsbury Business Park
	Shrewsbury
	Shropshire
	SY2 6LG

CARVER HOLDINGS LIMITED

CONTENTS

	Page
Group strategic report	1 - 2
Directors' report	3 - 5
Independent auditors' report	6 - 9
Consolidated statement of comprehensive income	10
Consolidated balance sheet	11 - 12
Company balance sheet	13
Consolidated statement of changes in equity	14
Company statement of changes in equity	15
Consolidated Statement of cash flows	16 - 17
Notes to the financial statements	18 - 42

CARVER HOLDINGS LIMITED

GROUP STRATEGIC REPORT

FOR THE YEAR ENDED 31 DECEMBER 2021

The Directors present their Strategic Report together with the audited financial statements for the year ended 31 December 2021.

Principal activities

The principal activity of the Group is that of builders', plumbers' and timber merchants.

Business review

The housing market was very strong during 2021 as it recovered from the Covid 19 pandemic.
For the year ended 31 December 2021, the Group achieved a profit before tax of £5.8m. This compares to £2.8m for the previous year.
Sales for the year ended 31 December 2021 were £56.8m compared with £43.3m for 2020. The Group also managed to hold margins due to the buoyant market.
The cash at bank and in hand totalled £3.5m at 31 December 2021, compared with £1.5m at 31 December 2020.
Shareholders' funds at 31 December 2021 were £22.0m and were £4.7m (26.9%) higher than at 31 December 2020.
During the year the Group acquired Black & Gold Holdings Limited whose principal asset is the site adjacent to Littles Lane. The new site will be used for storage of building materials.

Principal risks and uncertainties

The majority of the Group's sales are in the construction industry and primarily in housebuilding. The profitability of the business would be affected by a downturn in the construction industry but the Group believes it has sufficient financial strength to survive any such downturn.

Financial key performance indicators

The main financial key performance indicators for the Group are sales, gross profit, profit before tax and cash flow.

Other key performance indicators

The Group uses a number of non-financial KPI's to monitor and measure success on a weekly basis. These KPI's cover the whole business operations and reflect the changing needs of the business over time.
The Group has a policy to protect the environment wherever it operates or whenever it sources materials, with KPI's being used to measure the proportion of timber purchased from forests that are well managed environmentally according to the Forest Stewardship Council (FSC) Standards.

Directors' statement of compliance with duty to promote the success of the Group

As Directors of Carver (Wolverhampton) Limited we have a legal responsibility under s172 of the Companies Act 2006 to act in a way we consider, in good faith, would be most likely to promote the Group's success for the benefit of its members as a whole, and to have regard to the long term effect of our decisions on the Group and its stakeholders.

Page 1

CARVER HOLDINGS LIMITED

GROUP STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2021

The likely consequences of any decision in the long-term
As a business founded in 1896 and still prospering in 2022, our longevity demonstrates a commitment to the long-term through successive generations. It is embedded within our culture that we work hard for our customers, look after our employees and make decisions for the long-term.
The interests of the Group's employees
The Directors recognise that our employees are fundamental to the success of our business; having great employees depends on our ability to attract, retain and motivate them. From pay and benefits to our health, safety and workplace environment, the Directors factor the implications of decisions on employees and the wider workforce.
The impact of the Group's operations on the community and the environment
The Group aims to supply environmentally sustainable products thereby enabling its customers to comply with current building regulations. We source our timber products from suppliers who meet appropriate environmental standards and have both FSC and PEFC affiliation. The Directors regularly review opportunities to reduce environmental impact.
We support the community through our sponsorships and support of local charities, sports clubs and events.
The desirability of the Group maintaining a reputation for high standards of business conduct
We aim to operate with fairness in all of our dealings and expect our staff to 'do the right thing' in any given situation, rather than acting according to a detailed rule book. Where we have areas to improve, we will create an action plan; for example, bringing in a third-party health and safety firm to improve our processes and compliance in branches, to keep employees and customers safe.
The need to act fairly between members of the Group
The Group continues to be controlled by the Carver family and it is important that all members are treated fairly. After weighing up all relevant factors, the Directors consider which course of action best enables delivery of long-term value for the Group. In doing so, Directors ensure that decisions made consider the interest of all members.
Throughout 2022 the Directors will continue to review and challenge how engagement with stakeholders can be improved.

This report was approved by the board and signed on its behalf.

R N Kendrick

Director

Date: 12 August 2022

Page 2

CARVER HOLDINGS LIMITED

DIRECTORS' REPORT

FOR THE YEAR ENDED 31 DECEMBER 2021

The directors present their report and the financial statements for the year ended 31 December 2021.

Directors' responsibilities statement

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 judgments 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;

∙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.

Results and dividends

The profit for the year, after taxation, amounted to £4,453,369 (2020 - £2,233,863).

Directors

The directors who served during the year were:

R D Boult

H J Carver

A E Dinham

R N Kendrick

S C Moore

B R Purslow

Political contributions

During the year the Group made donations totalling £5,000 (2020: £7,000) to its local Conservative party candidate.

Page 3

CARVER HOLDINGS LIMITED

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2021

Future developments

Sales for the first half of 2022 were very strong as the demand for building materials was high. There have been shortages of material and increasing prices and the indications are that the market is slowing down.
Going concern
The Group has continued to trade profitably in 2022.
Looking further forward it is difficult to predict the impact that Covid-19 and the war in Ukraine might have on the economy but the Directors will continue to make strategic decisions based on long-term objectives. The Group has a very strong Balance Sheet and based on current cash balances and forecast cashflows over this period the Directors have a reasonable expectation that the Group has adequate resources to continue trading for the foreseeable future and continue to adopt the going concern basis of accounting in preparing the financial statements.

Engagement with suppliers, customers and others

In order to succeed, we need strong, mutually beneficial, relationships with suppliers, customers and our bank. These relationships are based on trust and openness, principles that have served us well over the years. Where we can, we try to build those relationships at a local level and go far beyond a transactional relationship. The Directors receive regular updates from the management team on how the business is performing and how these stakeholders have been engaged.

Greenhouse gas emissions, energy consumption and energy efficiency action

Methodologies for energy and emissions calculations
The UK Government's Streamlined Energy and Carbon reporting (SECR) policy came into effect on 1 April 2019. This regulation requires large unquoted companies to report on UK energy use, and the associated greenhouse gas (GHG) emissions, that relate to the consumption of fuel for the purposes of transport and the purchase of gas, electricity and other fuels by the Group for its own use.
We have measured our direct emissions from fuel and processes and those emissions from purchased gas and electricity for the assets we operated for the period 1 January 2021 to 31 December 2021.
Energy usage for operated assets - Associated GHG emissions: 1,095 tCO2e (2020: 1,202).
Intensity ratio - we have produced 19.3 tonnes (2020: 27.8) of CO2 per £1 million of sales.
During the year the Group consumed 1,409,462 kWh of energy in relation to both the combustion of gas and for the purposes of transport. The total energy consumed in the year resulting from the purchase of electricity for the Group's own use was 673,137 kWh.

Energy usage and consumption data was gathered throughout the year and this data was input into a carbon footprint calculator in order to calculate the associated greenhouse gas emissions.

Data was gathered for the consumption of energy as follows:
- Annual purchase of electricity for own use in kWh.
- Annual purchase of gas for our own use in kWh.
- Annual purchase of fuel for own use in Ltrs.

Page 4

CARVER HOLDINGS LIMITED

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2021

Principal measures taken to increase energy efficiency
The Directors are committed to improving the energy efficiency of the Group. As part of this, the Group reviews its motor vehicle fleet on a regular basis, phasing out older, less fuel efficient vehicles and replacing when necessary, with new more efficient vehicles. Where appropriate we are also replacing older diesel powered fork-lift trucks and side loaders with rechargeable electric powered alternatives. The Group has committed to install LED lighting for both new installations and for replacement of existing units.

Disclosure of information to auditors

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 auditors are 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 auditors are aware of that information.

Post balance sheet events

There have been no significant events affecting the Group since the year end.

Auditors

The auditors, WR Partners, 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.

R N Kendrick

Director

Date: 12 August 2022

Page 5

CARVER HOLDINGS LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CARVER HOLDINGS LIMITED

Opinion

We have audited the financial statements of Carver Holdings Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2021, which comprise the Group Statement of comprehensive income, the Group and Company Balance sheets, the Group Statement of cash flows, the Group and Company Statement of changes in equity and the related notes, 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's affairs as at 31 December 2021 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 United Kingdom, including the Financial Reporting Council'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 or 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.

Page 6

CARVER HOLDINGS LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CARVER HOLDINGS LIMITED (CONTINUED)

Other information

The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' report thereon. The directors are responsible for the other information contained within the Annual 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.

Opinion 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 Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

∙the Group 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 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 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 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.

Page 7

CARVER HOLDINGS LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CARVER HOLDINGS LIMITED (CONTINUED)

Responsibilities of directors

As explained more fully in the Directors' responsibilities statement set out on page 3, 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 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 an Auditors' 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 Group financial statements.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

The audit team obtained an understanding of the legal and regulatory frameworks that are applicable to the Company and the Group and determined that the most significant are those that relate to the reporting framework (FRS102 and the Companies Act 2006), the relevant tax compliance regulations, employment law, Health and Safety Regulations and the EU General Data Protection Regulation (GDPR).
We understood how the Company and the Group are complying with these frameworks by making enquiries of management and those responsible for legal and compliance procedures. We also reviewed board minutes to identify any recorded instances of irregularity or non compliance that might have a material impact on the financial statements.
We assessed the susceptibility of the Company and Group's financial statements to material misstatement, including how fraud might occur by meeting with key management to understand where they considered there was susceptibility to fraud. Based on our understanding our procedures involved enquiries of management and those charged with governance, manual journal entry testing, cashbook reviews for large and unusual items and the challenge of significant accounting estimates used in preparing the 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 Auditors' report.

Page 8

CARVER HOLDINGS LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CARVER HOLDINGS LIMITED (CONTINUED)

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 an Auditors' 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.

Andrew Malpass BA FCA (Senior statutory auditor)

for and on behalf of

WR Partners

Chartered Accountants

Statutory Auditors

Belmont House

Shrewsbury Business Park

Shrewsbury

Shropshire

SY2 6LG

Date: 12 August 2022

Page 9

CARVER HOLDINGS LIMITED

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2021


	2021	2020
Note	£	£


Turnover	4	56,764,277	43,289,839
Cost of sales		(41,409,126)	(31,529,343)
Gross profit		15,355,151	11,760,496
Distribution costs		(8,005,709)	(8,030,875)
Administrative expenses		(2,178,322)	(1,720,358)
Other operating income	5	175,408	485,515
Operating profit	6	5,346,528	2,494,778
Income from associates		449,678	396,153
Interest receivable and similar income	10	27,496	7,366
Interest payable and similar expenses	11	(66,075)	(72,250)
Profit before taxation		5,757,627	2,826,047
Tax on profit	12	(1,304,258)	(592,184)
Profit for the financial year		4,453,369	2,233,863

Profit for the year attributable to:
Owners of the parent Company	4,453,369	2,233,863
	4,453,369	2,233,863

There were no recognised gains and losses for 2021 or 2020 other than those included in the consolidated statement of comprehensive income.

There was no other comprehensive income for 2021 (2020:£NIL).

The notes on pages 18 to 42 form part of these financial statements.

Page 10

CARVER HOLDINGS LIMITED

REGISTERED NUMBER: 11640339

CONSOLIDATED BALANCE SHEET

AS AT 31 DECEMBER 2021

		2021		2020
Note		£		£

Fixed assets
Intangible assets	14		167,197		-
Tangible assets	15		8,993,822		8,492,365
Investments	16		1,711,057		1,261,379
			10,872,076		9,753,744
Current assets
Stocks	17	7,903,877		5,137,545
Debtors: amounts falling due after more than one year	18	946,127		940,759
Debtors: amounts falling due within one year	18	9,053,065		9,370,368
Cash at bank and in hand	19	3,547,833		1,534,102
		21,450,902		16,982,774
Creditors: amounts falling due within one year	20	(7,845,564)		(6,692,597)
Net current assets			13,605,338		10,290,177
Total assets less current liabilities			24,477,414		20,043,921
Creditors: amounts falling due after more than one year	21		(1,467,000)		(1,967,000)
Provisions for liabilities
Deferred taxation	23		(1,019,746)		(749,622)
Net assets			21,990,668		17,327,299

Page 11

CARVER HOLDINGS LIMITED

REGISTERED NUMBER: 11640339

CONSOLIDATED BALANCE SHEET (CONTINUED)

AS AT 31 DECEMBER 2021

		2021		2020
Note		£		£

Capital and reserves
Called up share capital	24	550	550
Share based payments reserve	25	455,000	245,000
Merger reserve	25	7,592,999	7,592,999
Profit and loss account	25	13,942,119	9,488,750
		21,990,668	17,327,299

The financial statements were approved and authorised for issue by the board and were signed on its behalf by:

H J Carver

Director

Date: 12 August 2022

The notes on pages 18 to 42 form part of these financial statements.

Page 12

CARVER HOLDINGS LIMITED

REGISTERED NUMBER: 11640339

COMPANY BALANCE SHEET

AS AT 31 DECEMBER 2021

		2021		2020
Note		£		£

Fixed assets
Investments	16		7,631,126		7,631,126
			7,631,126		7,631,126
Current assets
Debtors: amounts falling due within one year	18	-		147,000
Cash at bank and in hand	19	7,242		2,565
		7,242		149,565
Creditors: amounts falling due within one year	20	(463,683)		(300,682)
Net current liabilities			(456,441)		(151,117)
Total assets less current liabilities			7,174,685		7,480,009

Creditors: amounts falling due after more than one year	21		(1,343,000)		(1,593,000)

Net assets			5,831,685		5,887,009

Capital and reserves
Called up share capital	24	550	550
Share based payments reserve	25	455,000	245,000
Profit and loss account	25	5,376,135	5,641,459
		5,831,685	5,887,009

The financial statements were approved and authorised for issue by the board and were signed on its behalf by:

H J Carver

Director

Date: 12 August 2022

The notes on pages 18 to 42 form part of these financial statements.

Page 13

CARVER HOLDINGS LIMITED

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2021

	Called up share capital	Share based payments reserve	Merger reserve	Profit and loss account	Total equity
	£	£	£	£	£
At 1 January 2020	550	35,000	7,592,999	7,254,887	14,883,436
Comprehensive income for the year
Profit for the year	-	-	-	2,233,863	2,233,863
Total comprehensive income for the year	-	-	-	2,233,863	2,233,863
Share based payments	-	210,000	-	-	210,000
Total transactions with owners	-	210,000	-	-	210,000

At 1 January 2021	550	245,000	7,592,999	9,488,750	17,327,299
Comprehensive income for the year
Profit for the year	-	-	-	4,453,369	4,453,369
Total comprehensive income for the year	-	-	-	4,453,369	4,453,369
Share based payments	-	210,000	-	-	210,000
Total transactions with owners	-	210,000	-	-	210,000
At 31 December 2021	550	455,000	7,592,999	13,942,119	21,990,668

The notes on pages 18 to 42 form part of these financial statements.

Page 14

CARVER HOLDINGS LIMITED

COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2021

	Called up share capital	Share based payments reserve	Profit and loss account	Total equity
	£	£	£	£
At 1 January 2020	550	35,000	(92,592)	(57,042)
Comprehensive income for the year
Profit for the year	-	-	5,734,051	5,734,051
Total comprehensive income for the year	-	-	5,734,051	5,734,051
Contributions by and distributions to owners
Share based payments	-	210,000	-	210,000
Total transactions with owners	-	210,000	-	210,000

At 1 January 2021	550	245,000	5,641,459	5,887,009
Comprehensive income for the year
Loss for the year	-	-	(265,324)	(265,324)
Total comprehensive income for the year	-	-	(265,324)	(265,324)
Contributions by and distributions to owners
Share based payments	-	210,000	-	210,000
Total transactions with owners	-	210,000	-	210,000
At 31 December 2021	550	455,000	5,376,135	5,831,685

The notes on pages 18 to 42 form part of these financial statements.

Page 15

CARVER HOLDINGS LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 DECEMBER 2021

			2021	2020
			£	£

Cash flows from operating activities
Profit for the financial year	4,453,369	2,233,863
Adjustments for:
Depreciation of tangible assets	706,181	765,723
Loss on disposal of tangible assets	(16,120)	(33,365)
Interest paid	66,075	72,250
Interest received	(27,496)	(7,366)
Taxation charge	1,304,258	592,184
(Increase)/decrease in stocks	(2,679,085)	911,976
Decrease/(increase) in debtors	172,556	(2,974,442)
Decrease in amounts owed by associates	187,736	-
Increase in creditors	908,921	1,097,683
Decrease in amounts owed to associates	(340,483)	-
Share of operating profit in joint ventures	(449,678)	(396,153)
Corporation tax paid	(646,995)	(217,818)
Share based payments	210,000	210,000
Net cash generated from operating activities	3,849,239	2,254,535

Cash flows from investing activities
Purchase of intangible fixed assets	(167,197)	-
Purchase of tangible fixed assets	(526,182)	(507,086)
Sale of tangible fixed assets	34,013	62,127
Sale of unlisted and other investments	-	10,000
Acquisitions of subsidiaries	(637,563)	-
Interest received	27,496	7,366
Net cash from investing activities	(1,269,433)	(427,593)

Page 16

CARVER HOLDINGS LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2021

		2021	2020
		£	£


Cash flows from financing activities
Repayment of loans	(500,000)	(500,000)
Interest paid	(66,075)	(79,125)
Net cash used in financing activities	(566,075)	(579,125)
Net increase in cash and cash equivalents	2,013,731	1,247,817
Cash and cash equivalents at beginning of year	1,534,102	286,285
Cash and cash equivalents at the end of year	3,547,833	1,534,102

Cash and cash equivalents at the end of year comprise:
Cash at bank and in hand	3,547,833	1,534,102
	3,547,833	1,534,102

Page 17

CARVER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

1.	General information

Carver Holdings Limited (11640339) is a private company, limited by shares, domiciled in the United Kingdom and incorporated in England and Wales. The address of the registered office and principal place of business is Littles Lane, Wolverhampton, WV1 1JY.

2.Accounting policies

2.1

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 judgment 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:

2.2

Basis of consolidation

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.

2.3

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS102 "The Financial Reporting Standard applicable in the UK and Republic or Ireland":
- the requirements of Section 7 Statement of Cash Flows;
- the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
- the requirements of Section 33 Related Party Disclosures paragraph 33.7.
This information is included within the consolidated financial statements.

Page 18

CARVER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)

2.4

Going concern

The Group's forecasts and projections, taking account of reasonable possible changes in trading performance, show that the Group is expected to operate within the levels of its current facilities.
After making enquiries, the Directors have a reasonable expectation that the Group has adequate resources to continue in operation existence for the foreseeable future. The Group therefore continues to adopt the going concern basis in preparing its financial statements.

2.5

Revenue

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.

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

∙the amount of revenue can be measured reliably;

∙it is probable that the Group will receive the consideration due under the contract;

∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and

∙the costs incurred and the costs to complete the contract can be measured reliably.

2.6

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to profit or loss 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.

Page 19

CARVER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)

2.7

Government grants

Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to profit or loss at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.
Grants of a revenue nature are recognised in the Consolidated statement of comprehensive income in the same period as the related expenditure.

2.8

Interest income

Interest income is recognised in profit or loss using the effective interest method.

2.9

Finance costs

Finance costs are charged to profit or loss 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.

2.10

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

2.11

Pensions

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 profit or loss 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.

Page 20

CARVER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)

2.12

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss 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.

2.13

Intangible assets

Goodwill

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, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated statement of comprehensive income over its useful economic life.

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.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

Page 21

CARVER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)

2.14

Tangible fixed assets

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.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using both the straight line and reducing balance methods.

Depreciation is provided on the following basis:

Freehold property	-	2% straight line
Motor vehicles	-	25% reducing balance
Fixtures and fittings:	-
- Plant and equipment	-	20-50% straight line
- Fixtures and fittings	-	20% reducing balance

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 profit or loss.

2.15

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

2.16

Associates and joint ventures

An entity is treated as a joint venture where the Group is a party to a contractual agreement with one or more parties from outside the Group to undertake an economic activity that is subject to joint control.

An entity is treated as an associated undertaking where the Group exercises significant influence in that it has the power to participate in the operating and financial policy decisions.
In the consolidated accounts, interests in associated undertakings are accounted for using the equity method of accounting. Under this method an equity investment is initially recognised at the transaction price (including transaction costs) and is subsequently adjusted to reflect the investors share of the profit or loss, other comprehensive income and equity of the associate. The Consolidated statement of comprehensive income includes the Group's share of the operating results, interest, pre-tax results and attributable taxation of such undertakings applying accounting policies consistent with those of the Group. In the Consolidated balance sheet, the interests in associated undertakings are shown as the Group's share of the identifiable net assets, including any unamortised premium paid on acquisition.
Any premium on acquisition is dealt with in accordance with the goodwill policy.

Page 22

CARVER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)

2.17

Stocks

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 profit or loss.

2.18

Debtors

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.

2.19

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.

2.20

Creditors

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.

2.21

Provisions for liabilities

Provisions are made where an event has taken place that gives the Group a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the Group becomes aware of the obligation, and are measured at the best estimate at the balance sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Balance Sheet.

Page 23

CARVER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)

2.22

Financial instruments

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Group would receive for the asset if it were to be sold at the balance sheet date.

3.	Judgments in applying accounting policies and key sources of estimation uncertainty

Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. In the opinion of the Directors there are no estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities within the next financial year.

Turnover

The whole of the turnover is attributable to the principal activity of the Group.

All turnover arose within the United Kingdom.

Page 24

CARVER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

5.	Other operating income
		2021	2020
		£	£

Discounts receivable	77,764	71,153
Net rents receivable	97,644	85,572
Government grants receivable	-	328,790
	175,408	485,515

Profit on disposal of tangible fixed assets	(16,120)	(23,365)
Profit on disposal of fixed asset investments	-	(10,000)
Other operating lease rentals	87,041	67,104
Share based payment	210,000	210,000

7.	Auditors' remuneration
		2021	2020
		£	£

Fees payable to the Group's auditor and its associates for the audit of the Group's annual financial statements

21,450

24,900

Fees payable to the Group's auditor and its associates in respect of:
All other services	13,750	11,050
	13,750	11,050

Page 25

CARVER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

8.	Employees
	Staff costs, including directors' remuneration, were as follows:

Group	Group	Company	Company
2021	2020	2021	2020
£	£	£	£


Wages and salaries	5,451,982	4,964,707	-	-
Social security costs	495,603	390,019	-	-
Cost of defined contribution scheme	181,493	105,019	-	-
	6,129,078	5,459,745	-	-

The average monthly number of employees, including the directors, during the year was as follows:

	2021	2020
	No.	No.

Administration	22	22
Selling and delivery	194	191

	216	213

The Company has no employees other than the directors, who did not receive any remuneration (2020 - £NIL)

Page 26

CARVER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

9.	Directors' remuneration
		2021	2020
		£	£

Directors' emoluments	896,381	637,665
Group contributions to defined contribution pension schemes	15,984	15,994
	912,365	653,659

During the year retirement benefits were accruing to 6 directors (2020: 6) in respect of defined contribution pension schemes.
The highest paid director received remuneration of £215,032 (2020: £214,697) from the Group.
The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £6,594 (2020: £6,568).
No amounts are accrued under defined benefit pension schemes.
No share options were exercised during the year.
No directors received remuneration from the Company (2020: £nil).

10.	Interest receivable
		2021	2020
		£	£

	Other interest receivable	27,496	7,366
		27,496	7,366

11.	Interest payable and similar expenses
		2021	2020
		£	£

Bank interest payable	10,785	16,334
Other loan interest payable	55,290	55,916
	66,075	72,250

Page 27

CARVER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

Corporation tax
Current tax on profits for the year	1,034,134	527,309
Adjustments in respect of previous periods	-	13,228
	1,034,134	540,537

Total current tax	1,034,134	540,537

Deferred tax
Origination and reversal of timing differences	33,401	(18,337)
Changes to tax rates	236,723	81,115
Adjustments in respect of previous periods	-	(11,131)
Total deferred tax	270,124	51,647


	Taxation on profit on ordinary activities	1,304,258	592,184

Page 28

CARVER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

12.Taxation (continued)

Profit on ordinary activities before tax

5,757,627

2,826,047

Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2020 - 19%)	1,093,949	536,949
Effects of:
Non-tax deductible amortisation of goodwill and impairment	5,308	-
Expenses not deductible for tax purposes, other than goodwill amortisation and impairment	54,344	66,253
Capital allowances for year in excess of depreciation	(31,558)	-
Adjustments to tax charge in respect of prior periods	-	2,097
Effect of change in tax rate	236,723	81,115
Other timing differences leading to an increase (decrease) in taxation	33,401	(17,061)
Non-taxable income	(85,438)	(77,169)
Book profit on chargeable assets	(3,063)	-
Unrelieved tax losses carried forward	1,723	-
Utilisation of brought forward tax losses	(1,131)	-
Total tax charge for the year	1,304,258	592,184

Factors that may affect future tax charges

From 1 April 2023, the main rate of Corporation Tax is due to increase from 19% to 25% for companies in the United Kingdom with profits exceeding £250,000. As a result, deferred tax balances at 31 December 2021 have been calculated at 25%.

13.	Parent company profit for the year

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 £265,324 (2020 - profit £5,734,051).

Page 29

CARVER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

14.	Intangible assets
	Group

		Goodwill
		£
	Cost
	Additions	167,197
	At 31 December 2021	167,197

	Net book value
	At 31 December 2021	167,197
	At 31 December 2020	-

Page 30

CARVER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

15.	Tangible fixed assets
	Group

	Freehold property	Motor vehicles	Fixtures and fittings	Total
	£	£	£	£
Cost or valuation
At 1 January 2021	7,458,291	1,143,940	943,324	9,545,555
Additions	-	374,452	151,730	526,182
Acquisition of subsidiary	692,571	-	6,778	699,349
Disposals	-	(149,410)	(14,997)	(164,407)
At 31 December 2021	8,150,862	1,368,982	1,086,835	10,606,679
Depreciation
At 1 January 2021	274,568	235,375	543,247	1,053,190
Charge for the year on owned assets	143,253	319,004	243,924	706,181
Disposals	-	(140,530)	(5,984)	(146,514)
At 31 December 2021	417,821	413,849	781,187	1,612,857
Net book value
At 31 December 2021	7,733,041	955,133	305,648	8,993,822
At 31 December 2020	7,183,723	908,565	400,077	8,492,365

Page 31

CARVER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

16.	Fixed asset investments
	Group

	Other fixed asset investments	Investment in joint ventures	Total
	£	£	£
Cost or valuation
At 1 January 2021	299,169	962,210	1,261,379
Share of profit	-	449,678	449,678
At 31 December 2021	299,169	1,411,888	1,711,057

	Company

		Investments in subsidiary companies
		£
	Cost or valuation
	At 1 January 2021	7,631,126
	At 31 December 2021	7,631,126

Page 32

CARVER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021


Subsidiary undertakings
The following were subsidiary undertakings of the Company:
Name	Registered office	Class of shares	Holding

Carver (Wolverhampton) Limited	Littles Lane, Wolverhampton, WV1 1JY	Ordinary	100%
S J Dixon Carver Limited* **	Littles Lane, Wolverhampton, WV1 1JY	Ordinary	100%
Carver Gases Limited* **	Littles Lane, Wolverhampton, WV1 1JY	Ordinary	100%
South Ribble Timber Company Limited* **	Littles Lane, Wolverhampton, WV1 1JY	Ordinary	100%
Black & Gold Holdings Limited* **	Littles Lane, Wolverhampton, WV1 1JY	Ordinary	100%

Page 33

CARVER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

Subsidiary undertakings (continued)

*Indirect subsidiary undertakings
**Taking exemption from audit under section 479A of the Companies Act 2006
Acquisitions of subsidiaries
During the year the Group acquired 100% of the issued share capital and voting rights in S J Dixon Carver Limited and Black & Gold Holdings Limited on 16 August and 2 November 2021. The consideration for these acquisitions was £30,000 and £98,400 in cash respectively.
From the acquisition dates to the Group's balance sheet date, S J Dixon Carver Limited and Black & Gold Holdings Limited made profits totalling £44,358. This amount is included within the consolidated financial statements of the Group.
Goodwill of £167,197 is included within intangible fixed assets and has been calculated as follows:

The useful life of goodwill is estimated at 10 years.
Post balance sheet events
After the balance sheet date, the Group acquired the business and trading assets of S J Dixon Carver Limited, a wholly owned subsidiary of the Group.

Joint ventures
The following were joint ventures of the Group:
Name	Registered office	Holding

	Engineered Timber Solutions Limited*	Littles Lane, Wolverhampton, WV1 1JY	50%
	Timber Kit Solutions Limited*	Littles Lane, Wolverhampton, WV1 1JY	50%

*Indirect shareholdings

Page 34

CARVER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

17.	Stocks
		Group	Group
		2021	2020
		£	£

Raw materials and consumables	7,903,877	5,137,545
	7,903,877	5,137,545

	The difference between purchase price or production cost of stocks and their replacement cost is not material.
	The carrying value of stocks are stated net of impairment losses totalling £113,531 (2020: £168,382). Impairment reversals totalling £54,851 (2020: losses of 67,639) were recognised in profit and loss.

Page 35

CARVER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

18.	Debtors
		Group	Group	Company	Company
		2021	2020	2021	2020
		£	£	£	£

Due after more than one year
Other debtors	946,127	940,759	-	-
	946,127	940,759	-	-

Group	Group	Company	Company
2021	2020	2021	2020
£	£	£	£

Due within one year
Trade debtors	8,969,484	6,350,836	-	-
Amounts owed by group undertakings	-	-	-	147,000
Amounts owed by joint ventures and associated undertakings	-	187,736	-	-
Other debtors	69,089	2,601,489	-	-
Prepayments and accrued income	14,492	230,307	-	-
	9,053,065	9,370,368	-	147,000

19.	Cash and cash equivalents
		Group	Group	Company	Company
		2021	2020	2021	2020
		£	£	£	£

Cash at bank and in hand	3,547,833	1,534,102	7,242	2,565
	3,547,833	1,534,102	7,242	2,565

Page 36

CARVER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

20.	Creditors: Amounts falling due within one year
		Group	Group	Company	Company
		2021	2020	2021	2020
		£	£	£	£

Bank loans	250,000	250,000	-	-
Deferred consideration	250,000	250,000	250,000	250,000
Trade creditors	3,834,258	3,565,795	-	-
Amounts owed to group undertakings	-	-	163,000	-
Amounts owed to associates	-	340,483	-	-
Corporation tax	849,451	462,312	-	-
Other taxation and social security	853,321	791,807	-	-
Other creditors	45,141	43,810	-	-
Accruals and deferred income	1,763,393	988,390	50,683	50,682
	7,845,564	6,692,597	463,683	300,682

21.	Creditors: Amounts falling due after more than one year
		Group	Group	Company	Company
		2021	2020	2021	2020
		£	£	£	£

Bank loans	62,500	312,500	-	-
Other loans	61,500	61,500	-	-
Deferred consideration	1,343,000	1,593,000	1,343,000	1,593,000
	1,467,000	1,967,000	1,343,000	1,593,000

The aggregate amount of liabilities repayable wholly or in part more than five years after the balance sheet date is:
	Group	Group	Company	Company
	2021	2020	2021	2020
	£	£	£	£


Repayable by instalments	404,500	654,500	343,000	593,000
	404,500	654,500	343,000	593,000

Loans are secured by fixed and floating charges over the assets of the Group. Further details of this are provided in note 27.

Page 37

CARVER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

22.	Loans
	Included within bank loans is an outstanding balance to be repaid in quarterly arrears. Interest is charged on the loan at 2.25% over the base rate. The loan is expected to be repaid in full by February 2023. This amount is secured by fixed and floating charges over freehold land and property held by the Group. Included within deferred consideration is an amount owed to a family member of a director. Interest was accrued on the outstanding balance at a rate of 3% per annum until February 2022, with a rate of 2.5% plus the base rate for the remainder of the loan. The loan is expected to be repaid in full in 2027. Included within other loans is an interest free loan due to Carver Willenhall Limited, a company owned by family members of a director of the Group. The balance is repayable after more than five years from the balance sheet date and is unsecured.
		Group	Group	Company	Company
		2021	2020	2021	2020
		£	£	£	£

Amounts falling due within one year
Bank loans	250,000	250,000	-	-
Deferred consideration	250,000	250,000	250,000	250,000
	500,000	500,000	250,000	250,000
Amounts falling due 1-2 years
Bank loans	62,500	250,000	-	-
Deferred consideration	250,000	250,000	250,000	250,000
	312,500	500,000	250,000	250,000
Amounts falling due 2-5 years
Bank loans	-	62,500	-	-
Deferred consideration	750,000	250,000	750,000	250,000
	750,000	312,500	750,000	250,000
Amounts falling due after more than 5 years
Other loans	61,500	61,500	-	-
Deferred consideration	343,000	1,093,000	343,000	1,093,000
	404,500	1,154,500	343,000	1,093,000
	1,967,000	2,467,000	1,593,000	1,843,000

Page 38

CARVER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

23.	Deferred taxation
	Group

		2021
		£

	At beginning of year	(749,622)
	Charged to profit or loss	(270,124)
	At end of year	(1,019,746)

		Group	Group
		2021	2020
		£	£

Accelerated capital allowances	(219,243)	(136,273)
Short term timing differences	6,944	5,619
Capital gains	(647,247)	(491,908)
Fair value on acquisition	(160,200)	(127,060)
	(1,019,746)	(749,622)

24.	Share capital
		2021	2020
		£	£

Allotted, called up and fully paid

500 (2020 - 500) Ordinary A shares of £1.00 each	500	500
20 (2020 - 20) Ordinary B1 shares of £1.00 each	20	20
30 (2020 - 30) Ordinary B2 shares of £1.00 each	30	30

	550	550

Page 39

CARVER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

25.

Reserves

Share based payment reserve

The share based payment reserve represents the cumulative expenses recognised in respect of the vesting of share based payment schemes offered by the Company.
The Company operates two cash-settled share based payments schemes on behalf of its Directors.
The 20 B1 Ordinary shares were issued on 29 October 2019 and have a vesting date on the earlier of 5 years from the issue date or an asset sale. The financial statements include an expense of £120,000 (2020: £120,000) based upon the equity value being in excess of the share hurdle value and using the agreed vesting value per the Articles of Association. At the balance sheet date, £260,000 (2020: £140,000) is included in a share based payment reserve.
The 30 B2 Ordinary shares were issued on 29 October 2019 and have a vesting date on the earlier of 10 years from the issue date or an asset sale. The financial statements include an expense of £90,000 (2020: £90,000) based upon the equity value being in excess of the share hurdle value and using the agreed vesting value per the Articles of Association. At the balance sheet date, £195,000 (2020: £105,000) is included in a share based payment reserve.

Merger Reserve

The merger reserve represents the fair value of the share for share exchange to acquire shares in the Company's subsidiaries.

Profit and loss account

The profit and loss account reserve represents the cumulative profits and losses by the group since incorporation, less distributions.

26.	Analysis of net debt

		At 1 January 2021	Cash flows	At 31 December 2021
		£	£	£

Cash at bank and in hand	1,534,102	2,013,731	3,547,833
Debt due after 1 year	(1,967,000)	500,000	(1,467,000)
Debt due within 1 year	(500,000)	-	(500,000)
	(932,898)	2,513,731	1,580,833

Page 40

CARVER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

27.	Contingent liabilities

A contingent liability exists in respect of an arrangement with the Group's bankers. The outstanding bank loan balance is secured against an unlimited debenture dated 4 February 2019 with fixed and floating charges over certain freehold land and buildings held by the Group.
Another contingent liability exists in respect of a loan from D Carver. The outstanding loan balance is secured against an unlimited debenture dated 4 February 2019 with a fixed charge over certain freehold land held by the Group.

28.	Pension commitments

The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £181,493 (2020: £105,019). Contributions totalling £27,778 (2020: £26,340) were payable to the fund at the balance sheet date and are included in creditors.

29.	Commitments under operating leases
	At 31 December 2021 the Group had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
		Group	Group
		2021	2020
		£	£

	Not later than 1 year	-	21,864
		-	21,864

Page 41

CARVER HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

30.

Related party transactions

The Company has taken advantage of the exemption contained in FRS102 and has therefore not disclosed transactions or balances with wholly owned entities which form part of the Group.
During the year, the Group traded with Engineered Timber Solutions Limited and Timber Kit Solutions Limited, entities which are 50% owned by the Group. Sales totalling £484,350 (2020: £479,022) were made to these companies during the year, with purchases totalling £1,635,682 (2020: £1,142,401) being made from them. At the end of the year there were outstanding debtors of £164,733 (2020: £49,264) and creditors of £245,596 (2020: £257,762) in relation to these transactions.
Included within other debtors are loans due from the directors totalling £21,861 (2020: £25,855). The maximum amount outstanding during the year was £29,855 (2020: £85,155). Interest is charged on the outstanding balances at a rate of 3%.
During the year proceeds were received for the sale of tangible fixed assets to directors totalling £nil (2020: £22,000) and to family members of directors totalling £nil (2020: £9,000). The Group also made sales to directors totalling £11,908 (2020: £17,053) and to family members of directors totalling £2,535 (2020: £3,874). At the balance sheet date, debtors of £10,686 (2020: £9,561) and £1,300 (2020: £9,290) were due from directors and family members of directors respectively.
During the year the Group made purchases from Sia Vaives, a company solely under the control of H J Carver (director), totalling £14,324,771 (2020: £9,906,181). At the end of the year, a creditor of £nil (2020: £870,622) was outstanding.
Included within other debtors is a loan due from Sia Carlat, a company solely under the control of H J Carver (director), totalling £946,127 (2020: £969,843). Interest is accrued on the loan at a rate of 2.5% per annum.
Also included within other debtors is a balance £25,000 (2020: £25,000) due from Heritage Manor Limited, a company in which H J Carver, director, is a shareholder.
Included within other loans is a balance totalling £1,593,000 (2020: £1,843,000) in respect of deferred consideration owed to a family member of a director. Interest was accrued on the outstanding balance at a rate of 3% per annum until February 2022, with a rate of 2.5% plus the base rate thereafter.
Also included within other loans is an interest free loan due to Carver Willenhall Limited, a company owned by family members of a director of the Group. The outstanding amount at the balance sheet date was £61,500 (2020: £61,500).

31.	Controlling party

The Company is under the control of H J Carver by virtue of his 100% holding of the share capital with voting rights.

Page 42