Rgb Investment Holdings Limited - Limited company accounts 20.1
Rgb Investment Holdings Limited - Limited company accounts 20.1
REGISTERED NUMBER: 13437264 (England and Wales) |
GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE PERIOD 4 JUNE 2021 TO 31 DECEMBER 2021 |
FOR |
RGB INVESTMENT HOLDINGS LIMITED |
RGB INVESTMENT HOLDINGS LIMITED (REGISTERED NUMBER: 13437264) |
CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE PERIOD 4 JUNE 2021 TO 31 DECEMBER 2021 |
Page |
Company Information | 1 |
Group Strategic Report | 2 |
Report of the Directors | 4 |
Report of the Independent Auditors | 6 |
Consolidated Statement of Comprehensive Income | 9 |
Consolidated Statement of Financial Position | 10 |
Company Statement of Financial Position | 11 |
Consolidated Statement of Changes in Equity | 12 |
Company Statement of Changes in Equity | 13 |
Consolidated Statement of Cash Flows | 14 |
Notes to the Consolidated Statement of Cash Flows | 15 |
Notes to the Consolidated Financial Statements | 16 |
RGB INVESTMENT HOLDINGS LIMITED |
COMPANY INFORMATION |
FOR THE PERIOD 4 JUNE 2021 TO 31 DECEMBER 2021 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Eagle House |
28 Billing Road |
Northampton |
Northamptonshire |
NN1 5AJ |
RGB INVESTMENT HOLDINGS LIMITED (REGISTERED NUMBER: 13437264) |
GROUP STRATEGIC REPORT |
FOR THE PERIOD 4 JUNE 2021 TO 31 DECEMBER 2021 |
The directors present their strategic report of the company and the group for the period 4 June 2021 to 31 December 2021. |
REVIEW OF BUSINESS |
The results for the year and financial position of the company are as shown in the annexed financial statements. |
The company has produced a strong financial performance for its first 7 months of trading. Total turnover on continuing operations was £16,668,656. Gross profit was £5,331,789, representing a gross margin of 32% on sales. Net profit before tax was £845,134, representing a net margin of 5.1%. |
Despite supply chain issues throughout the year including regular price increases, significant time and effort went into increasing productivity through the factories. The company worked heavily on continuous improvement and LEAN Manufacturing practises to vastly improve production and distribution efficiencies. The company saw a massive change in multi-skilling and people development with employees having the training & ability to work in several operational and administration areas of the business, resulting in consistency in the business' performance. The company has also set up Key Performance Indicators to drive the business on a daily and weekly basis which are reviewed regularly at a higher level with all the management team. |
Cash flow generated from operations was strong and the company spent £105,786 on capital expenditure during the year. Total capital and reserves at the year-end stood at a healthy £1,080,947. |
PRINCIPAL RISKS AND UNCERTAINTIES |
The company operates in a very competitive environment, focused on timely and efficient service, quality and price and is proven to be able to excel in it. |
The issues arising from the Coronavirus pandemic continued to have an impact on trading within the industry in 2021. Supply chain issues and regular price increases became the norm, but the company was able to use its good reputation and excellent payment record with suppliers to ensure it was top of the list when it came to supply decisions. The company has significant availability of cash which will enable it to deal with any further issues such as the pandemic. The company will continue to invest in both new machinery, vehicles and staff development throughout 2022 to ensure that it is able to continue to prosper. |
DISABLED EMPLOYEES |
The Group's stated policy on equal opportunities, which includes people with disabilities, is currently as follows: |
Subject to statutory law, people will be judged solely on merit and ability during recruitment, selection, training, development and promotion throughout their employment. |
It is the policy of this Group to provide equal opportunities for all employees. The Group will also take every action possible to avoid discrimination on the grounds of sex, sexual orientation, gender reassignment, race, religion and belief, disability, age, or marriage and civil partnership. |
The Group does not take disability into account in making decisions about employment, training and development, promotion or career development, except insofar as may be necessary for the consideration of making reasonable adjustments or due to the essential requirements of the job. The Group ensures to the best of its ability that job adverts and selection processes are free from discrimination. |
Should an employee become disabled during employment the Group reviews with the employee and if appropriate medical and other specialist advisers whether there are any reasonable adjustments that are needed and can be made to assist the employee to remain at work and to support them in carrying out that work. |
RGB INVESTMENT HOLDINGS LIMITED (REGISTERED NUMBER: 13437264) |
GROUP STRATEGIC REPORT |
FOR THE PERIOD 4 JUNE 2021 TO 31 DECEMBER 2021 |
EMPLOYEE INVOLVEMENT |
Employees are advised of significant changes and updates on matters that affect them via Group companies' notice boards and emails. Where appropriate they are consulted either on an individual or group basis or by appointment of employee representatives as appropriate to the matters raised. |
KEY PERFORMANCE INDICATORS |
The directors consider that turnover, gross profit and net profit before tax are the key performance indicators of the business. These key performance indicators are commercially sensitive and are closely monitored internally. |
SIGNED BY ORDER OF THE DIRECTORS: |
RGB INVESTMENT HOLDINGS LIMITED (REGISTERED NUMBER: 13437264) |
REPORT OF THE DIRECTORS |
FOR THE PERIOD 4 JUNE 2021 TO 31 DECEMBER 2021 |
The directors present their report with the financial statements of the company and the group for the period 4 June 2021 to 31 December 2021. |
COMMENCEMENT OF TRADING |
The company commenced trading on 9th July 2021. |
PRINCIPAL ACTIVITY |
The principal activity of the group in the period under review was that of the manufacturing of UPVC windows and doors. |
DIVIDENDS |
Interim dividends of £196,600 were voted during the period. |
DIRECTORS |
Other changes in directors holding office are as follows: |
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), 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 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. |
RGB INVESTMENT HOLDINGS LIMITED (REGISTERED NUMBER: 13437264) |
REPORT OF THE DIRECTORS |
FOR THE PERIOD 4 JUNE 2021 TO 31 DECEMBER 2021 |
AUDITORS |
The auditors, DNG Dove Naish LLP, Statutory Auditor, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
SIGNED BY ORDER OF THE DIRECTORS: |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
RGB INVESTMENT HOLDINGS LIMITED |
Opinion |
We have audited the financial statements of Rgb Investment Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 31 December 2021 which comprise the Consolidated Statement of 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 31 December 2021 and of the group's profit for the period 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 |
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
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 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. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
RGB INVESTMENT HOLDINGS LIMITED |
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 four, 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. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
RGB INVESTMENT HOLDINGS LIMITED |
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. |
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
We obtained an understanding of the legal and regulatory frameworks within which the company operates, focusing on those laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements. The laws and regulations we considered in this context were the Companies Act 2006, United Kingdom Generally Accepted Accounting Practice and relevant Taxation legislation. |
We identified the greatest risk of material impact on the financial statements from irregularities, including fraud, to be the override of controls by management and the understatement of revenue. Our audit procedures to respond to these risks included enquiries of management about their own identification and assessment of the risks of irregularities, sample testing on the posting of journals, reviewing meeting minutes, regulatory correspondence and professional fees, detailed substantive testing on the completeness of income, and reviewing accounting estimates for biases. |
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations. |
These inherent limitations are particularly significant in the case of misstatement resulting from fraud as this may involve sophisticated schemes designed to avoid detection, including deliberate failure to record transactions, collusion or the provision of intentional misrepresentations. |
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. |
for and on behalf of |
Eagle House |
28 Billing Road |
Northampton |
Northamptonshire |
NN1 5AJ |
RGB INVESTMENT HOLDINGS LIMITED (REGISTERED NUMBER: 13437264) |
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME |
FOR THE PERIOD 4 JUNE 2021 TO 31 DECEMBER 2021 |
Notes | £ |
TURNOVER | 3 | 16,668,656 |
Cost of sales | 11,336,867 |
GROSS PROFIT | 5,331,789 |
Administrative expenses | 4,283,195 |
1,048,594 |
Other operating income | 3,966 |
OPERATING PROFIT | 5 | 1,052,560 |
Interest receivable and similar income | 1,431 |
1,053,991 |
Interest payable and similar expenses | 6 | 208,856 |
PROFIT BEFORE TAXATION | 845,135 |
Tax on profit | 7 | 232,401 |
PROFIT FOR THE FINANCIAL PERIOD |
OTHER COMPREHENSIVE INCOME | - |
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD |
612,734 |
Profit attributable to: |
Owners of the parent | 612,734 |
Total comprehensive income attributable to: |
Owners of the parent | 612,734 |
RGB INVESTMENT HOLDINGS LIMITED (REGISTERED NUMBER: 13437264) |
CONSOLIDATED STATEMENT OF FINANCIAL POSITION |
31 DECEMBER 2021 |
Notes | £ | £ |
FIXED ASSETS |
Intangible assets | 10 | 5,049,208 |
Tangible assets | 11 | 2,087,228 |
Investments | 12 | - |
7,136,436 |
CURRENT ASSETS |
Stocks | 13 | 1,311,193 |
Debtors | 14 | 5,119,157 |
Cash at bank and in hand | 267,497 |
6,697,847 |
CREDITORS |
Amounts falling due within one year | 15 | 6,752,914 |
NET CURRENT LIABILITIES | (55,067 | ) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
7,081,369 |
CREDITORS |
Amounts falling due after more than one year |
16 |
(5,107,319 |
) |
PROVISIONS FOR LIABILITIES | 20 | (407,916 | ) |
NET ASSETS | 1,566,134 |
CAPITAL AND RESERVES |
Called up share capital | 21 | 1,000 |
Share premium | 22 | 1,149,000 |
Retained earnings | 22 | 416,134 |
SHAREHOLDERS' FUNDS | 1,566,134 |
The financial statements were approved by the Board of Directors and authorised for issue on 31 August 2022 and were signed on its behalf by: |
R Brearley - Director |
M Johnston - Director |
RGB INVESTMENT HOLDINGS LIMITED (REGISTERED NUMBER: 13437264) |
COMPANY STATEMENT OF FINANCIAL POSITION |
31 DECEMBER 2021 |
Notes | £ | £ |
FIXED ASSETS |
Intangible assets | 10 |
Tangible assets | 11 |
Investments | 12 |
CREDITORS |
Amounts falling due within one year | 15 |
NET CURRENT LIABILITIES | ( |
) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CREDITORS |
Amounts falling due after more than one year |
16 |
NET ASSETS |
CAPITAL AND RESERVES |
Called up share capital | 21 |
Share premium | 22 |
Retained earnings | 22 | ( |
) |
SHAREHOLDERS' FUNDS |
Company's profit for the financial year | 127,547 |
The financial statements were approved by the Board of Directors and authorised for issue on |
RGB INVESTMENT HOLDINGS LIMITED (REGISTERED NUMBER: 13437264) |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY |
FOR THE PERIOD 4 JUNE 2021 TO 31 DECEMBER 2021 |
Called up |
share | Retained | Share | Total |
capital | earnings | premium | equity |
£ | £ | £ | £ |
Changes in equity |
Issue of share capital | 1,000 | - | 1,149,000 | 1,150,000 |
Dividends | - | (196,600 | ) | - | (196,600 | ) |
Total comprehensive income | - | 612,734 | - | 612,734 |
Balance at 31 December 2021 | 1,000 | 416,134 | 1,149,000 | 1,566,134 |
RGB INVESTMENT HOLDINGS LIMITED (REGISTERED NUMBER: 13437264) |
COMPANY STATEMENT OF CHANGES IN EQUITY |
FOR THE PERIOD 4 JUNE 2021 TO 31 DECEMBER 2021 |
Called up |
share | Retained | Share | Total |
capital | earnings | premium | equity |
£ | £ | £ | £ |
Changes in equity |
Issue of share capital | - |
Dividends | - | ( |
) | - | ( |
) |
Total comprehensive income | - | - |
Balance at 31 December 2021 | ( |
) |
RGB INVESTMENT HOLDINGS LIMITED (REGISTERED NUMBER: 13437264) |
CONSOLIDATED STATEMENT OF CASH FLOWS |
FOR THE PERIOD 4 JUNE 2021 TO 31 DECEMBER 2021 |
Notes | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | 1,272,130 |
Interest paid | (208,856 | ) |
Tax paid | (73,999 | ) |
Net cash from operating activities | 989,275 |
Cash flows from investing activities |
Purchase of tangible fixed assets | (105,786 | ) |
Purchase of fixed asset investments | (12,227,248 | ) |
Sale of tangible fixed assets | 11,778 |
Interest received | 1,431 |
Net cash from investing activities | (12,319,825 | ) |
Cash flows from financing activities |
New loans in year | 3,000,000 |
Loan repayments in year | (250,000 | ) |
Loan notes issued | 3,475,000 |
Amount introduced by directors | 100,000 |
Share issue | 1,150,000 |
Invoice discounting advanced | 1,395,420 |
Equity dividends paid | (196,600 | ) |
Cash from group companies on purchase | 2,924,227 |
Net cash from financing activities | 11,598,047 |
Increase in cash and cash equivalents | 267,497 |
Cash and cash equivalents at beginning of period |
2 |
- |
Cash and cash equivalents at end of period |
2 |
267,497 |
RGB INVESTMENT HOLDINGS LIMITED (REGISTERED NUMBER: 13437264) |
NOTES TO THE CONSOLIDATED STATEMENT OF CASH FLOWS |
FOR THE PERIOD 4 JUNE 2021 TO 31 DECEMBER 2021 |
1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
£ |
Profit before taxation | 845,135 |
Depreciation charges | 845,577 |
Loss on disposal of fixed assets | 30,954 |
Finance costs | 208,856 |
Finance income | (1,431 | ) |
1,929,091 |
Increase in stocks | (15,821 | ) |
Increase in trade and other debtors | (155,093 | ) |
Decrease in trade and other creditors | (486,047 | ) |
Cash generated from operations | 1,272,130 |
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: |
Period ended 31 December 2021 |
31/12/21 | 4/6/21 |
£ | £ |
Cash and cash equivalents | 267,497 | - |
3. | ANALYSIS OF CHANGES IN NET DEBT |
At 4/6/21 | Cash flow | At 31/12/21 |
£ | £ | £ |
Net cash |
Cash at bank and in hand | - | 267,497 | 267,497 |
- | 267,497 | 267,497 |
Debt |
Debts falling due within 1 year | - | (600,000 | ) | (600,000 | ) |
Debts falling due after 1 year | - | (2,150,000 | ) | (2,150,000 | ) |
- | (2,750,000 | ) | (2,750,000 | ) |
Total | - | (2,482,503 | ) | (2,482,503 | ) |
RGB INVESTMENT HOLDINGS LIMITED (REGISTERED NUMBER: 13437264) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE PERIOD 4 JUNE 2021 TO 31 DECEMBER 2021 |
1. | STATUTORY INFORMATION |
Rgb Investment Holdings Limited is a |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Basis of consolidation |
The consolidated accounts comprise the accounts of the holding company and its subsidiaries, Glazerite Windows Limited, Trade Frames Holdings Limited, The Glazerite UK Group Limited and Glazerite (East) Limited. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. |
Subsidiaries |
Inter-company transactions, balances and unrealised gains on transactions between group companies are eliminated. Unrealised losses are also eliminated. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. |
Related party exemption |
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements. |
Turnover |
Turnover 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 aquisition of businesses in 2021. It is being amortised over its estimated useful life of 10 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. |
Tangible fixed assets |
Improvements to property | - |
Plant and machinery | - |
Fixtures and fittings | - |
Motor vehicles | - |
Depreciation methods, useful lives and residual values are reviewed at each balance sheet date. The selection of these residual values and estimated lives requires the exercise of judgement. The directors are required to assess whether there is an indication of impairment to the carrying value of assets. In making that assessment, judgements are made in estimating value in use. The directors consider that the individual carrying values of assets are supportable by their value in use |
RGB INVESTMENT HOLDINGS LIMITED (REGISTERED NUMBER: 13437264) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE PERIOD 4 JUNE 2021 TO 31 DECEMBER 2021 |
2. | ACCOUNTING POLICIES - continued |
Stocks |
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. |
Taxation |
Taxation for the period comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the period end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Hire purchase and leasing commitments |
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
Pension costs and other post-retirement benefits |
The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate. |
Financial instruments |
Cash and cash equivalents in the balance sheet comprise cash at banks and in hand and short term deposits with an original maturity date of three months or less. |
Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the statement of comprehensive income under administrative expenses. |
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the entity after deducting all of its financial liabilities. |
Where the contractual obligations of financial instruments (including share capital) are equivalent to a similar debt instrument, those financial instruments are classed as financial liabilities. Financial liabilities are presented as such in the balance sheet. Finance costs and gains or losses relating to financial liabilities are included in the profit and loss account. Finance costs are calculated so as to produce a constant rate of return on the outstanding liability. |
Where the contractual terms of share capital do not have any terms meeting the definition of a financial liability then this is classed as an equity instrument. Dividends and distributions relating to equity instruments are debited direct to equity. |
RGB INVESTMENT HOLDINGS LIMITED (REGISTERED NUMBER: 13437264) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE PERIOD 4 JUNE 2021 TO 31 DECEMBER 2021 |
2. | ACCOUNTING POLICIES - continued |
Taxation |
Taxation for the period comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that that have been enacted or substantively enacted by the statement of financial position date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the period end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits |
3. | TURNOVER |
The turnover and profit before taxation are attributable to the one principal activity of the group. |
An analysis of turnover by class of business is given below: |
£ |
Sale of goods | 16,668,656 |
16,668,656 |
4. | EMPLOYEES AND DIRECTORS |
£ |
Wages and salaries | 3,539,743 |
Social security costs | 491,897 |
Other pension costs | 91,023 |
4,122,663 |
The average number of employees during the period was as follows: |
Production | 204 |
Administration | 66 |
The average number of employees by undertakings that were proportionately consolidated during the period was 270 . |
RGB INVESTMENT HOLDINGS LIMITED (REGISTERED NUMBER: 13437264) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE PERIOD 4 JUNE 2021 TO 31 DECEMBER 2021 |
4. | EMPLOYEES AND DIRECTORS - continued |
£ |
Directors' remuneration | 230,562 |
Directors' pension contributions to money purchase schemes | 11,665 |
The number of directors to whom retirement benefits were accruing was as follows: |
Money purchase schemes | 5 |
Information regarding the highest paid director is as follows: |
£ |
Emoluments etc | 73,001 |
Pension contributions to money purchase schemes | 2,500 |
5. | OPERATING PROFIT |
The operating profit is stated after charging: |
£ |
Hire of plant and machinery | 73,521 |
Other operating leases | 334,764 |
Depreciation - owned assets | 284,554 |
Loss on disposal of fixed assets | 30,954 |
Goodwill amortisation | 561,023 |
Auditors' remuneration | 16,540 |
6. | INTEREST PAYABLE AND SIMILAR EXPENSES |
£ |
Bank loan interest | 140,364 |
Other interest payable | 68,492 |
208,856 |
7. | TAXATION |
Analysis of the tax charge |
The tax charge on the profit for the period was as follows: |
£ |
Current tax: |
UK corporation tax | 341,210 |
Over/under provision in prior |
year | (61,549 | ) |
Total current tax | 279,661 |
Deferred tax | (47,260 | ) |
Tax on profit | 232,401 |
UK corporation tax has been charged at 19 % . |
RGB INVESTMENT HOLDINGS LIMITED (REGISTERED NUMBER: 13437264) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE PERIOD 4 JUNE 2021 TO 31 DECEMBER 2021 |
7. | TAXATION - continued |
Reconciliation of total tax charge included in profit and loss |
The tax assessed for the period is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
£ |
Profit before tax | 845,135 |
Profit multiplied by the standard rate of corporation tax in the UK of 19 % |
160,576 |
Effects of: |
Expenses not deductible for tax purposes | 143,715 |
Capital allowances in excess of depreciation | (17,466 | ) |
Adjustments to tax charge in respect of previous periods | (61,549 | ) |
Movement in deferred tax | (47,260 | ) |
Amortisation | 106,594 |
Research and Development allowance | (52,209 | ) |
Total tax charge | 232,401 |
8. | INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME |
As permitted by Section 408 of the Companies Act 2006, the Statement of Comprehensive Income of the parent company is not presented as part of these financial statements. |
9. | DIVIDENDS |
£ |
Ordinary B shares of £1 each |
Interim | 70,680 |
Ordinary C shares of £1 each |
Interim | 125,920 |
196,600 |
10. | INTANGIBLE FIXED ASSETS |
Group |
Goodwill |
£ |
COST |
Additions | 5,610,231 |
At 31 December 2021 | 5,610,231 |
AMORTISATION |
Amortisation for period | 561,023 |
At 31 December 2021 | 561,023 |
NET BOOK VALUE |
At 31 December 2021 | 5,049,208 |
RGB INVESTMENT HOLDINGS LIMITED (REGISTERED NUMBER: 13437264) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE PERIOD 4 JUNE 2021 TO 31 DECEMBER 2021 |
10. | INTANGIBLE FIXED ASSETS - continued |
Group |
The goodwill resulted from the acquisition of fair value assets and liabilities acquired from the subsidiary companies, after the purchase of The Glazerite UK Group Limited on 9th July 2021. |
11. | TANGIBLE FIXED ASSETS |
Group |
Improvements | Fixtures |
to | Plant and | and | Motor |
property | machinery | fittings | vehicles | Totals |
£ | £ | £ | £ | £ |
COST |
Additions | 103,663 | 1,663,927 | 250,621 | 396,303 | 2,414,514 |
Disposals | - | - | (42,732 | ) | - | (42,732 | ) |
At 31 December 2021 | 103,663 | 1,663,927 | 207,889 | 396,303 | 2,371,782 |
DEPRECIATION |
Charge for period | 21,438 | 83,786 | 63,785 | 115,545 | 284,554 |
At 31 December 2021 | 21,438 | 83,786 | 63,785 | 115,545 | 284,554 |
NET BOOK VALUE |
At 31 December 2021 | 82,225 | 1,580,141 | 144,104 | 280,758 | 2,087,228 |
12. | FIXED ASSET INVESTMENTS |
Company |
Shares in |
group |
undertakings |
£ |
COST |
Additions |
At 31 December 2021 |
NET BOOK VALUE |
At 31 December 2021 |
RGB INVESTMENT HOLDINGS LIMITED (REGISTERED NUMBER: 13437264) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE PERIOD 4 JUNE 2021 TO 31 DECEMBER 2021 |
12. | FIXED ASSET INVESTMENTS - continued |
The group or the company's investments at the Statement of Financial Position date in the share capital of companies include the following: |
Subsidiaries |
Registered office: Rixon Court 39-43 Rixon Road, Finedon Road Industrial, Estate Wellingborough, Northamptonshire, NN8 4BA. |
Nature of business: |
% |
Class of shares: | holding |
2021 |
£ |
Aggregate capital and reserves |
Profit for the period |
Registered office: John Wesley Road, Werrington, Peterborough, Cambridgeshire, PE4 6ZL. |
Nature of business: |
% |
Class of shares: | holding |
2021 |
£ |
Aggregate capital and reserves |
Profit for the period |
Registered office: Rixon Court 39-43 Rixon Road, Finedon Road Industrial, Estate Wellingborough, Northamptonshire, NN8 4BA. |
Nature of business: |
% |
Class of shares: | holding |
2021 |
£ |
Aggregate capital and reserves |
Profit for the period |
Registered office: Rixon Court 39-43 Rixon Road, Finedon Road Industrial, Estate Wellingborough, Northamptonshire, NN8 4BA. |
Nature of business: |
% |
Class of shares: | holding |
2021 |
£ |
Aggregate capital and reserves |
RGB INVESTMENT HOLDINGS LIMITED (REGISTERED NUMBER: 13437264) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE PERIOD 4 JUNE 2021 TO 31 DECEMBER 2021 |
13. | STOCKS |
Group |
£ |
Raw materials | 1,311,193 |
14. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group |
£ |
Trade debtors | 4,507,601 |
Other debtors | 336,030 |
Tax | 51,874 |
Prepayments and accrued income | 223,652 |
5,119,157 |
15. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
£ | £ |
Bank loans and overdrafts (see note 17) | 600,000 |
Trade creditors | 2,027,163 |
Amounts owed to group undertakings | - |
Tax | 609,843 |
Social security and other taxes | 178,795 |
VAT | 491,528 | - |
Other creditors | 2,050,099 |
Accruals and deferred income | 795,486 |
6,752,914 |
16. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
Group | Company |
£ | £ |
Bank loans (see note 17) | 2,150,000 |
Other creditors | 2,857,319 |
Directors' loan accounts | 100,000 | 100,000 |
5,107,319 |
RGB INVESTMENT HOLDINGS LIMITED (REGISTERED NUMBER: 13437264) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE PERIOD 4 JUNE 2021 TO 31 DECEMBER 2021 |
16. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR - continued |
The loan notes included within other creditors falling due after more than one year, are due for repayment as follows: |
£ |
Within 1-2 years | 600,000 |
Within 2-5 years | 2,257,319 |
2,857,319 |
17. | LOANS |
An analysis of the maturity of loans is given below: |
Group |
£ |
Amounts falling due within one year or | on demand: |
Bank loans | 600,000 |
Amounts falling due between one and | two years: |
Bank loans - 1-2 years | 600,000 |
Amounts falling due between two and | five years: |
Bank loans - 2-5 years | 1,550,000 |
18. | LEASING AGREEMENTS |
Minimum lease payments fall due as follows: |
Group |
Non- | cancellable | operating | leases |
£ |
Within one year | 690,349 |
Between one and five years | 1,703,535 |
In more than five years | 445,999 |
2,839,883 |
RGB INVESTMENT HOLDINGS LIMITED (REGISTERED NUMBER: 13437264) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE PERIOD 4 JUNE 2021 TO 31 DECEMBER 2021 |
19. | SECURED DEBTS |
The following secured debts are included within creditors: |
Group | Company |
£ | £ |
Bank loans | 2,750,000 |
Other creditors | 3,475,000 | 3,475,000 |
Bank financing facility | 1,359,418 | - |
7,584,418 |
The loan notes included within other creditors have interest charged at an annual rate of 5%, and are secured by a fixed and floating charge over all the undertakings of the group. |
Shawbrook Bank Limited hold a fixed and floating charge over all the property and undertaking of the group regarding the bank loan and invoice financing facility. |
20. | PROVISIONS FOR LIABILITIES |
Group |
£ |
Deferred tax | 407,916 |
Group |
Deferred |
tax |
£ |
Decelerated capital allowances | (47,260 | ) |
Liability acquired on purchase | 455,176 |
Balance at 31 December 2021 | 407,916 |
21. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal |
value: | £ |
Ordinary A | £1 | 100 |
Ordinary B | £1 | 600 |
Ordinary C | £1 | 300 |
1,000 |
The following fully paid shares were allotted during the period at a premium as shown below: |
100 Ordinary A shares of £1 each at £9999 per share |
600 Ordinary B shares of £1 each at £165.666 per share |
300 Ordinary C shares of £1 each at £165.6666 per share |
RGB INVESTMENT HOLDINGS LIMITED (REGISTERED NUMBER: 13437264) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE PERIOD 4 JUNE 2021 TO 31 DECEMBER 2021 |
22. | RESERVES |
Group |
Retained | Share |
earnings | premium | Totals |
£ | £ | £ |
Profit for the period | 612,734 | 612,734 |
Dividends | (196,600 | ) | (196,600 | ) |
Cash share issue | - | 1,149,000 | 1,149,000 |
At 31 December 2021 | 416,134 | 1,149,000 | 1,565,134 |
Company |
Retained | Share |
earnings | premium | Totals |
£ | £ | £ |
Profit for the period |
Dividends | ( |
) | ( |
) |
Cash share issue | - | 1,149,000 | 1,149,000 |
At 31 December 2021 | ( |
) | 1,079,947 |
23. | CAPITAL COMMITMENTS |
£ |
Contracted but not provided for in the |
financial statements | 91,125 |
24. | RELATED PARTY DISCLOSURES |
During the period, a total of key management personnel compensation of £ 251,512 was paid. |
25. | ULTIMATE CONTROLLING PARTY |
The controlling party is R Brearley. |