CP Plus (Trading) Limited - Limited company accounts 22.3

REGISTERED NUMBER: 09035056 (England and Wales)

CP Plus (Trading) Limited

Group Strategic Report,

Directors' Report and

Consolidated Financial Statements

for the Year Ended 30 June 2022

Page

Company Information

1

Group Strategic Report

2

Directors' Report

7

Independent Auditors' Report

9

Consolidated Income Statement

12

Consolidated Other Comprehensive Income

13

Consolidated Balance Sheet

14

Company Balance Sheet

15

Consolidated Statement of Changes in Equity

16

Company Statement of Changes in Equity

18

Consolidated Cash Flow Statement

19

Notes to the Consolidated Financial Statements

20

Directors:

I S Langdon

E A Green

Registered office:

Jack Straw's Castle

12 North End Way

London

NW3 7ES

Registered number:

09035056 (England and Wales)

Auditors:

Haines Watts

Chartered Accountants and Statutory Auditor

New Derwent House

69-73 Theobalds Road

London

WC1X 8TA

The directors present their report for the period ended 30 June 2022

We aim to present a balanced and comprehensive review of the development and performance of our business during the period and its position at the year-end.

Our review is consistent with the size and nature of our business and is written in the context of the risks and uncertainties we face.

Review of the business

The company's main objective is to provide a quality car park management solution to Landowners and to provide the highest possible service to all our clients. To achieve this objective the strategy has been to adapt our service provision to the ever-changing needs of our clients. We believe the car park is an integral part of a customer's journey and we are committed to helping our clients understand their customers' behaviour so they can respond to their customers' needs efficiently and effectively.

The GroupNexus brand is now in its fourth year and continues to build on the integration process that started when CP Plus Ltd acquired Ranger Services Ltd and Highview Parking Ltd in 2015. CP Plus Ltd trading as GroupNexus offers our clients and their customers an end-to-end solution utilising both technology and manpower to enable a smoother parking experience together with expertise that will maximise our client's potential for both revenue growth and user engagement and satisfaction.

Our strength remains our ability to continually innovate and adapt to the market's needs, using the strength of technological expertise, nationwide manpower and resources, together with the many years' experience of the client service team to create a seamless, efficient and personalised service provision to our Clients.

The directors note the following key performance indicators which are used by management to actively and effectively run the business with the joint aims of maximising stakeholder value and profitability.

Turnover

Turnover for the year ended 30 June 2022 increased by £15,215,962 or 69.50% (2022: £37,109,415 2021: £21,893,453).

Gross profit

Gross profit has more than doubled compared to the previous year (2022: £12,856,235 vs 2021: £6,331,574) with our gross profit percentage increasing to 34.6% (2021: 28.9%).

Operating profit

The year to 30 June 2022 showed operating profit of £5,306,759 (2021: £1,294,368), an increase of £4,012,391.

These figures show a very strong recovery from the pandemic which demonstrates that the company not only survived but also thrived once Covid restrictions were lifted. Changes made to the business during the pandemic along with significant investment in our technology and infrastructure have ensured the security of the business and enabled the business to further grow its customer base and continue to grow its cash reserves. Directors and senior management teams have been continuously exploring new opportunities, which has enabled the business to become more profitable in this financial year.

Principal risks and uncertainties

The principal risks to the business are:

- the maturing nature of the industry, which means that new opportunities are harder to identify.

-The potential impact of the Parking (Code of Practice) Act 2019, which may reduce the level of the maximum Parking Charge Notice tariff by more than 50%

However, due to:

- the large cross section of clients and market sectors that we operate in

- the company's tender expertise and reputation

- the investment we have made in our infrastructure and technology

- our commercial model which mitigates any dependency on enforcement tariffs

- the breadth of services that we offer

- the high barriers to entry for new and existing entrants,

We feel that CP Plus Trading group's position is secure, and we are well placed to accelerate our growth within a fast-changing market. CP Plus Trading group continues to provide a full and bespoke service offering to its clients rather than focusing on one aspect of the parking solution. This approach suits our clients and enables us to stand out amongst our competitors. We continue to actively research new services and developments that we can introduce to our clients and we believe that this will lead to the company's continuing success over the long term.

The company's principal financial instruments comprise bank balances, trade debtors and trade creditors. The main purpose of these instruments is to raise funds and finance the company's operations.

Due to the nature of these financial instruments used by the company there was no exposure to price risk. The approach to managing other risks applicable to the financial instruments concerned is shown below.

In respect of bank balances the liquidity risk is managed by maintaining a healthy balance of liquid funds. The company also makes use of a mixture of overnight money market facilities as well as medium term deposits depending on the funds it has available and its forward commitments,

Trade debtors are managed in respect of credit and cash flow risk by policies concerning the credit offered to customers and the regular monitoring of amounts outstanding for both time and credit limits.

Trade creditors liquidity risk is managed by ensuring sufficient funds are available to meet amounts due.

Whilst there is some risk attached to the supply chain and labour shortages due to various economic factors (pandemic, war, energy price, inflation), we feel that CP Plus Trading group has a low level of exposure to these factors. We conduct regular supply chain and stock reviews to minimise these risks as far as practicable.

Covid-19

Covid-19 has made little impact on our business in the financial year 2021/2022. We have seen demand for the company's services restored during the 2021/2022 financial year. The directors have assessed that the company will continue operating as a profitable and sustainable business.

However the pandemic has changed the way of working for our employees. Between the outbreak of coronavirus in March 2020 to the end of Covid restriction in January 2022, we adopted a working from home policy to ensure a safe place of work for all our office based employees. We have recognised the benefit of remote working and continue to adopt a hybrid working approach after the pandemic. We believe hybrid arrangements improve our employees' well-being and productivity at work. However, there are also significant challenges of hybrid working, which include monitoring work efficiency, collaboration with colleagues and disruption during remote working. Our senior management team has demonstrated exemplary leadership in adapting the hybrid work model, ensuring people remain engaged and productive when working remotely.

Operational risks and developments

Due to the high level of staffing involved in providing the services to a number of our clients, we actively conduct training reviews and ensure that all new employees have an adequate induction period followed by ongoing training. We continue our drive to improve our systems to record the skills and development needs of our site-based staff.

We have the highest international Quality Standards Awards available, ISO 9001 Quality Management & ISO 14001 Environmental Management accreditations, which encompass all our procedures and operations.

During the recent SIA ACS audit, we have been scored as one of the top 10% of ACS-accredited companies within the UK. This is an outstanding achievement which shows that the company is committed to continuous improvement in achieving the highest standards in the security service provision.

General Data Protection Regulation (GDPR) was applicable from 25 May 2018. To ensure we are compliant, we conduct internal training sessions and invest in systems along with third party governance and audits to ensure that we meet our obligations.

Employee involvement

The company's policy is to consult and discuss with employees through staff councils and at meetings, matters likely to affect employee's interests. We undertake a programme of continual staff training and we always aim to meet the highest levels of skill required to deliver the service.

Disabled employees

The company's policy is to recruit disabled workers for those vacancies that they are able to fill. All necessary assistance with initial training courses is given. Arrangements are made, wherever possible, for retraining employees who become disabled, to enable them to perform work identified as appropriate to their aptitudes and abilities.

Human Rights

The business recognises each individual's Human Rights. Following the Human Right Act and the Equality Act 2010 we ensure that we treat everyone equally and without discrimination. The business does not tolerate discrimination against employees, directly or indirectly, on the grounds of their gender, age, religion, marital status, race, social background, disability, pregnancy, ethnic and national origin, nationality, membership of worker organisations (including trade unions), political affiliation, sexual orientation, or any other personal characteristic.

Anti-corruption and bribery

The company has made all its employees aware of the Bribery Act and it is the company's policy that individuals are forbidden to give, offer, receive or solicit a bribe. We have established a zero-tolerance regime and conduct risk assessments on both the Company and its Employees during each person's annual performance review.

Section 172(1) statement

The Directors of the company, as those of all UK companies, must act in accordance with a set of general duties whilst having regard to our stakeholder interests. These duties are detailed in section 172 of the UK Companies Act 2006 which states:

A Director of a company must act in a way they consider, in good faith, would be most likely to promote the success of the company for the benefit of its members as a whole and, in doing so have regard (amongst other matters) to:

- The likely consequences of any decision in the long term

- The interests of the company's employees

- The need to foster the company's business relationships with suppliers, customers and others

- The impact of the company's operations on the community and the environment

- The desirability of the company maintaining a reputation for high standards of business conduct, and

- The need to act fairly as between members of the company.

The Directors fulfil these broad duties by conducting themselves in ways which take a long term view, have consideration for our stakeholders benefit and which will continue to maintain the company's reputation for high standards and integrity. This impacts on our stakeholders as:

Employees

We know that the company is only as good as its employees and we are proud of the team that has been built up over the many years of our operation. We have a very high staff retention which demonstrates the respect we give to our team and how we try to consider their reasonable wishes when making decisions. We actively conduct rolling training for our operational staff to make sure that they are up to date with latest standards and provide other staff training on a regular basis. We engage with our team by:

- Conducting annual performance and pay reviews and consider any training needs at all staff levels

- Set pay rates at market values

- Ensure staff engagement with monthly magazine letting people know of their colleagues achievements

- Setting up a management team with individuals from each department to ensure inclusion is demonstrated

- Regular weekly meetings

GroupNexus is committed to providing a positive environment and support for our employees to maintain strong physical and mental health and have joined an Employee Assistance Programme (EAP) to provide a confidential employee benefit designed to help staff deal with personal and professional problems that could affect home or work life, health, and general wellbeing.

Customers and suppliers

We strive to provide excellent value for money services to our clients with a more hands on management style than many of our competitors. Our clients appreciate the high level of interaction and expertise that we uniquely offer. We like to provide a wide range of solutions and we are very actively investing in all our systems and products so that we remain at the forefront of market innovation in terms of the services that we roll out to our clients.

We aim to treat all our suppliers with respect and our intention is to pay before or within their payment terms. As our business has grown we have had to introduce new systems to ensure we meet this target as the number and complexity of supplier arrangements has increased. We are continuing to improve in this area.

Our community and the environment

We have grown from a small business and are still very rooted in our local community in North London. We support local charities that we feel an affinity towards. In terms of environmental care we are encouraging our clients to install electric charge points in car parks whenever possible to actively promote a greater green energy evolution and we are committed to reducing carbon emissions where possible. We try to select products in our Facilities Management department that are as environmentally friendly as possible.

With the advent of home working we support our staff to positively embrace this way of working for the benefit of their community and the reduced travel effect on our environment.

High standards

As a group we pride ourselves on continually achieving the very highest professional standards that apply to our industry sector. We have the highest international Quality & Environmental Standard Awards available, ISO 9001:2015 & ISO 1400:2015, which encompass all our procedures, operations and objectives.

This also means that we are fully compliant with BS 10800:2020 Provision of security services, BS 7499:2020 Provision of static guarding security services, BS 7858:2019 Screening of individuals working in a secure environment, BS7958: 2015 Closed Circuit Television (CCTV), Management and Operation.

As well as being members of the BPA (British Parking Association), CP Plus, Ranger Services and Highview Parking (part of CP Plus Trading group) are founder members of the BPA's Approved Operator Scheme (AOS) and were instrumental in formulating the Code of Practice that bona fide car park management companies operate under and ensures that all drivers are treated fairly. CP Plus, Ranger Services and Highview Parking are also SIA Approved Contractors for the delivery of Security Guarding & CCTV Services throughout the UK.

On behalf of the board:

E A Green - Director

23 March 2023

The directors present their report with the financial statements of the company and the group for the year ended 30 June 2022.

Dividends

No dividends will be distributed for the year ended 30 June 2022.

Directors

The directors shown below have held office during the whole of the period from 1 July 2021 to the date of this report.

I S Langdon

E A Green

Political donations and expenditure

Charitable donations during the year totalled £47,200 (2021: £59,646). No donations were made to political parties.

Streamlined energy and carbon reporting

The period covered by SECR is 1 July 2021 to 30 June 2022 and calculations have been made for the following scopes:

- Building related energy - natural gas (scope 1) and electricity (scope 2)

- Transport related energy - company vehicles (scope 1)

- Transport related energy - employee vehicles (scope 3)

Calculation methodology:

In order to calculate emissions ‘2022 UK Government GHG Conversion Factors for Company Reporting’ have been used. Calculated GHG emissions have been rounded to 1 decimal place.

Data Source - Consumption Data:

Gas (scope 1) and electricity (scope 2) data used for the reporting period was collated directly by the group in the form of monthly meter reading, with the exception of electricity (scope 2) data for Jack Straw’s Castle, which was obtained by Green Energy consulting directly from the energy supplier in the form of monthly invoices. Transport data was collated by the group and provided directly to Green Energy Consulting.

GHG Emissions & Energy Use Data:

Current year 01/07/21
to 30/06/22

Comparative year
01/07/20 to 30/06/21

Gas (kWh)

5,133

28,175

Electricity (kWh)

61,874

69,979

Transportation (kWh)

976,722

743,711

Emissions from combustion of gas, tCO2e (Scope 1)

0.9

5.2

Emissions from combustion of fuel for transport purposes,
tCO2e (Scope 1)

237.1

184.8

Emissions from business travel in rental cars or
employee-owned vehicles where company is responsible for
purchasing the fuel, tCO2e(Scope 3)

2.7

0.3

Emissions from purchased electricity, tCO2e (Scope 2,
location-based)

12.0

16.3

Total gross CO2e based on above, tCO2e

252.7

206.6

Intensity ratio: tCO2e/Employee (304 employees)

0.5

0.7

Methodology

UK Government GHG
Conversion Factors for
Company Reporting

UK Government GHG
Conversion Factors
for Company
Reporting

Over the accounting year, the group consumed 1,043,729 kWh, (comprised of: gas - 5,133 kWh; electric - 61,874 kWh; and transport - 976,722 kWh).

This equates to GHG emissions of 252.7 tonnes of CO2 equivalent. Scope 1 emissions accounted for 94% of total emissions, while scope 2 and 3 emissions made up of 5% and 1% respectively.

An intensity ratio of 0.5 tCO2e per employee has been calculated. This is based on staff numbers of 477.

Energy Efficiency Action Undertaken Between 01/07/21 to 30/06/22:

Over the financial year, the group have carried out the following energy efficiency action:

The Group has full moved into a fully refurbished office at Jack Straws Castle, and is currently looking to hand back 10 Flask walk in August/November 2022. The new office has the following:

- PIR lights in all store rooms & bathrooms

- New Heating & Ventilation system fully maintained.

- New Electric Boiler for heating water

- Trialled 2 fully electric vans in the field (charged at Client sites)

- Trialled a Company fully electric Car (charged at drivers own cost)

- Moving away from Diesel Vans & cars to Petrol as and when lease expires.

- FM moving away from petrol & diesel mechanical cleaning equipment to battery powered equipment.

Statement of directors' responsibilities

The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

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

-	state whether applicable 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 company will continue in business.

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

Statement as to disclosure of information to auditors

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

On behalf of the board:

E A Green - Director

23 March 2023

Opinion

We have audited the financial statements of CP Plus (Trading) Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 June 2022 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and 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 30 June 2022 and of the group's profit for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

-	have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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 Directors' Report, but does not include the financial statements and our Auditors' Report 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.

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 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 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, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue 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 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:

We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates, and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud. We discussed with the Directors the policies and procedures in place regarding compliance with laws and regulations. We discussed amongst the audit team the identified laws and regulations, and remained alert to any indications of non-compliance.

During the audit we focussed on laws and regulations which could reasonably be expected to give rise to a material misstatement in the financial statements, including, but not limited to, British Parking Association, Companies Act 2006 and UK tax legislation. Our tests included agreeing the financial statement disclosures to underlying supporting documentation and enquiries with management.

Our procedures in relation to fraud included but were not limited to: inquires of management whether they have any knowledge of any actual, suspected or alleged fraud, and discussions amongst the audit team regarding risk of fraud such as opportunities for fraudulent manipulation of financial statements. We determined that the principal risks related to posting manual journal entries to manipulate financial performance and management bias through judgements in accounting estimates. We also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

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.

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.

Jonathan Moughton (Senior Statutory Auditor)

for and on behalf of Haines Watts

Chartered Accountants and Statutory Auditor

New Derwent House

69-73 Theobalds Road

London

WC1X 8TA

30 March 2023

Turnover

3

37,109,415

21,893,453

Cost of sales

(24,253,180

)

(15,561,879

)

Gross profit

12,856,235

6,331,574

Administrative expenses

(7,590,732

)

(5,450,667

)

5,265,503

880,907

Other operating income

41,256

413,461

Operating profit

5,306,759

1,294,368

Goodwill impairment

6

-

(8,285,763

)

5,306,759

(6,991,395

)

Interest receivable and similar income

1,244,179

795,390

6,550,938

(6,196,005

)

Interest payable and similar expenses

7

(611,443

)

(739,209

)

Profit/(loss) before taxation

8

5,939,495

(6,935,214

)

Tax on profit/(loss)

9

(498,556

)

(77,352

)

Profit/(loss) for the financial year

5,440,939

(7,012,566

)

Profit/(loss) attributable to:

Owners of the parent

5,434,495

(7,079,098

)

Non-controlling interests

6,444

66,532

5,440,939

(7,012,566

)

Profit/(loss) for the year

5,440,939

(7,012,566

)

Other comprehensive income

Foreign Exchange

(80,136

)

-

Income tax relating to other comprehensive
income

-

Other comprehensive income for the year,
net of income tax

(80,136

)

-

Total comprehensive income for the year

5,360,803

(7,012,566

)

Total comprehensive income attributable to:

Owners of the parent

5,354,359

(7,079,098

)

Non-controlling interests

6,444

66,532

5,360,803

(7,012,566

)

Fixed assets

Intangible assets

11

1,931,655

1,236,037

Tangible assets

12

1,819,404

2,453,136

Investments

13

-

3,751,059

3,689,173

Current assets

Stocks

14

3,904,829

5,515,980

Debtors

15

32,992,151

29,771,204

Cash at bank and in hand

10,375,513

8,624,179

47,272,493

43,911,363

Creditors

Amounts falling due within one year

16

15,955,298

15,657,984

Net current assets

31,317,195

28,253,379

Total assets less current liabilities

35,068,254

31,942,552

Creditors

Amounts falling due after more than one
year

17

56,566

2,291,667

Net assets

35,011,688

29,650,885

Capital and reserves

Called up share capital

21

50,675

Share premium

22

24,949,296

Retained earnings

22

9,434,401

4,037,499

Shareholders' funds

34,434,372

29,037,470

Non-controlling interests

23

577,316

613,415

Total equity

35,011,688

29,650,885

The financial statements were approved by the Board of Directors and authorised for issue on 23 March 2023 and were signed on its behalf by:

E A Green - Director

Fixed assets

Intangible assets

11

-

Tangible assets

12

-

Investments

13

37,001,349

Current assets

Stocks

14

3,500,000

5,021,682

Debtors

15

19,268,881

24,907,861

Cash at bank

5,916,894

3,765,439

28,685,775

33,694,982

Creditors

Amounts falling due within one year

16

11,272,858

12,021,674

Net current assets

17,412,917

21,673,308

Total assets less current liabilities

54,414,266

58,674,657

Creditors

Amounts falling due after more than one
year

17

-

2,291,667

Net assets

54,414,266

56,382,990

Capital and reserves

Called up share capital

21

50,675

Share premium

22

24,949,296

Retained earnings

22

29,414,295

31,383,019

Shareholders' funds

54,414,266

56,382,990

Company's loss for the financial year

(1,968,724

)

(63,801

)

The financial statements were approved by the Board of Directors and authorised for issue on 23 March 2023 and were signed on its behalf by:

E A Green - Director

Called up

share

Retained

Share

capital

earnings

premium

£

Balance at 1 July 2020

50,675

11,197,333

24,949,296

Changes in equity

Deficit for the year

-

(7,079,098

)

-

Total comprehensive income

-

(7,079,098

)

-

Change in ownership interests

in subsidiaries that do not

result in loss of control

-

(80,736

)

-

Total transactions with owners,
recognised directly in equity

-

(80,736

)

-

Balance at 30 June 2021

50,675

4,037,499

24,949,296

Changes in equity

Profit for the year

-

5,434,495

-

Other comprehensive income

-

(80,136

)

-

Total comprehensive income

-

5,354,359

-

Change in ownership interests

in subsidiaries that do not

result in loss of control

-

42,543

-

Total transactions with owners,
recognised directly in equity

-

42,543

-

Balance at 30 June 2022

50,675

9,434,401

24,949,296

Non-controlling

Total

interests

equity

£

Balance at 1 July 2020

36,197,304

466,147

36,663,451

Changes in equity

Deficit for the year

(7,079,098

)

66,532

(7,012,566

)

Total comprehensive income

(7,079,098

)

66,532

(7,012,566

)

Change in ownership interests

in subsidiaries that do not

result in loss of control

(80,736

)

80,736

-

Total transactions with owners,
recognised directly in equity

(80,736

)

80,736

-

Balance at 30 June 2021

29,037,470

613,415

29,650,885

Changes in equity

Profit for the year

5,434,495

6,444

5,440,939

Other comprehensive income

(80,136

)

-

(80,136

)

Total comprehensive income

5,354,359

6,444

5,360,803

Change in ownership interests

in subsidiaries that do not

result in loss of control

42,543

(42,543

)

-

Total transactions with owners,
recognised directly in equity

42,543

(42,543

)

-

Balance at 30 June 2022

34,434,372

577,316

35,011,688

Called up

share

Retained

Share

Total

capital

earnings

premium

equity

£

Balance at 1 July 2020

50,675

31,446,820

24,949,296

56,446,791

Changes in equity

Total comprehensive income

-

(63,801

)

-

(63,801

)

Balance at 30 June 2021

50,675

31,383,019

24,949,296

56,382,990

Changes in equity

Total comprehensive income

-

(1,968,724

)

-

(1,968,724

)

Balance at 30 June 2022

50,675

29,414,295

24,949,296

54,414,266

Cash flows from operating activities

Cash generated from operations

26

7,459,647

(9,025,636

)

Interest paid

(611,443

)

(739,209

)

Tax paid

(371,144

)

(218,718

)

Net cash from operating activities

6,477,060

(9,983,563

)

Cash flows from investing activities

Purchase of intangible fixed assets

(2,259,025

)

(1,276,914

)

Purchase of tangible fixed assets

(2,259

)

(112,153

)

Interest received

1,244,179

795,390

Net cash from investing activities

(1,017,105

)

(593,677

)

Cash flows from financing activities

New loans in year

171,515

2,500,000

Loan repayment in the year

(2,500,000

)

-

Amount introduced by directors

-

10,532,879

Amount withdrawn by directors

(1,299,999

)

(1,200,000

)

Net cash from financing activities

(3,628,484

)

11,832,879

Increase in cash and cash equivalents

1,831,471

1,255,639

Cash and cash equivalents at beginning
of year

27

8,624,179

7,222,778

Effect of foreign exchange rate changes

(80,137

)

145,762

Cash and cash equivalents at end of year

27

10,375,513

8,624,179

1.	Statutory information

CP Plus (Trading) Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

2.	Accounting policies

Basis of preparing the financial statements

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

Going concern

Covid-19 has made little impact on our business in the financial year 2021/2022. Although there were additional reasons for concerns, such as high energy prices, geopolitical tension and higher interest rate, there is no indication that any of these factors would affect the company's ability to continue as a going concern. Therefore the directors have assessed that the company will continue operating as a profitable and sustainable business.

Basis of consolidation

The financial statements consolidate the accounts of CP Plus (Trading) Limited and its subsidiary undertakings; CP Plus Limited, CP Plus Parking España SL, CP Plus (International) Limited, Ranger Plus Limited, Ranger (Holdings) Limited, Ranger Services Limited and Highview Parking Limited.

Turnover

Turnover is recognised on delivery of the car park management service and recorded in the period to which it relates. Turnover is also generated by the group in respect of revenue-sharing arrangements and is recognised when that revenue is certain. All revenue is recognised exclusive of Value Added Tax.

Tangible fixed assets

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

Short leasehold

-

in accordance with the property

Plant and machinery

-

25% on cost and at varying rates on cost

Fixtures and fittings

-

50% on cost and 33% on cost

Motor vehicles

-

15% on cost

Stocks

Stock comprises of equipment held by the group for installation and is valued at the lower of cost and the net realisable value.

Taxation

Taxation for year comprises current and deferred tax. Tax is recognised in the 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 or receivable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. The group is a beneficiary of Research & Development (R&D) tax relief from the UK Government in the form of reductions in its annual tax liability, as well as repayable tax credits. Current tax assets or reductions in current tax liabilities for R&D claims are only recognised when the amount can be reliably determined and the probability of HM Revenue & Customs accepting the claim is considered high. The Company calculates its R&D claim based on management's assessment of current regulations, using estimates based on timesheet records, however the quantum of the R&D tax relief can only be fully determined once HMRC have reviewed the submission.

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

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end 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 and other future taxable profits.

Research and development

Development costs are capitalised as incurred in relation to software development expenditure. These costs are amortised over a period of three years on a straight line basis.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Pension costs and other employee 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.

Short term employee benefits including holiday pay and annual bonuses are accrued as services are rendered.

Investments

Investments held as fixed assets are shown at cost less provision for impairment.

Financial instruments policy

Financial assets and financial liabilities are recognised in the balance sheet when the company becomes a party to the contractual provisions of the instrument.

Trade and other debtors and creditors are classified as basic financial instruments and measured at initial recognition at transaction price. Debtors and creditors are subsequently measured at amortised cost using the effective interest rate method. A provision is established when there is objective evidence that the company will not be able to collect all amounts due.

Cash and cash equivalents are classified as basic financial instruments and comprise cash in hand and at bank and bank overdrafts which are an integral part of the company's cash management.

Financial liabilities and equity instruments issued by the company are classified in accordance with the substance of the contractual arrangements entered into and the definitions of a financial liability and an equity instrument. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs.

Key sources of estimation uncertainty and judgements

The preparation of financial statements in conformity with generally accepted accounting practice requires management to make estimates and judgement that affect the reported amounts of assets and liabilities as well as the disclosure of contingent assets and liabilities at the balance sheet date and the reported amounts of revenues and expenses during the reporting period.

There is estimation uncertainty in calculating bad debt provisions. A full line by line review of trade debtors is carried out at the end of each month. Whilst every attempt is made to ensure that the bad debt provisions are as accurate as possible, there remains a risk that the provision do not match the level of debts which ultimately prove to be uncollectable.

There is also estimation uncertainty in calculating stock provisions. Slow moving and obsolete stocks are monitored during the year. Whilst every attempt is made to ensure that the stock provisions are as accurate as possible, there remain a risk that the provisions do not match the ultimate unrealised value of stock held.

There is estimation uncertainty in calculating development cost amortisation. The company's intangible assets are depreciated on a straight line basis over their useful economic lives. Management reviews the appropriateness of assets' useful economic lives at least annually and any changes could affect prospective amortisation rates and asset carrying values.

3.

Turnover

The turnover and profit (2021 - loss) before taxation are attributable to the one principal activity of the group.

An analysis of turnover by geographical market is given below:

2022

2021

£

United Kingdom

34,318,170

19,736,223

Europe

2,791,245

2,157,230

37,109,415

21,893,453

4.	Employees and directors

2022

2021

£

Wages and salaries

10,735,438

8,317,113

Social security costs

1,000,267

663,982

Other pension costs

200,849

155,291

11,936,554

9,136,386

The average number of employees during the year was as follows:

2022

2021

Car park attendants

342

248

Administration

36

34

Sales and operations

56

51

IT and technical

8

10

442

343

5.	Directors' emoluments

2022

2021

£

Directors' remuneration

20,000

6.	Exceptional items

2022

2021

£

Stock impairment

(1,763,332

)

-

Goodwill impairment

-

(8,285,763

)

(1,763,332

)

(8,285,763

)

The prior year amount related to impairment of the goodwill arising from the acquisition by CP Plus (Trading) Limited of the trading group headed by CP Plus Limited which the directors considered had been fully impaired following the re-branding of these activities under the trading name of GroupNexus in 2021.

The current year stock impairment relates to the impairment of property included in stock.

7.

Interest payable and similar expenses

2022

2021

£

Interest payable

611,443

739,209

8.	Profit/(loss) before taxation

The profit (2021 - loss) is stated after charging/(crediting):

2022

2021

£

Depreciation - owned assets

470,267

536,133

Loss on disposal of fixed assets

124,599

-

Development costs amortisation

1,563,407

915,734

Auditors' remuneration

32,350

25,205

Foreign exchange differences

2,794

(171,751

)

Goodwill impairment

-

8,285,763

9.

Taxation

Analysis of the tax charge

The tax charge on the profit for the year was as follows:

2022

2021

£

Current tax:

UK corporation tax

662,264

959

Under/(Over) provision

in prior year

(160,689

)

80,470

Total current tax

501,575

81,429

Deferred tax

(3,019

)

(4,077

)

Tax on profit/(loss)

498,556

77,352

Reconciliation of total tax charge included in profit and loss

The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

2022

2021

£

Profit/(loss) before tax

5,939,495

(6,935,214

)

Profit/(loss) multiplied by the standard rate of corporation tax in the UK of
19 % (2021 - 19 %)

1,128,504

(1,317,691

)

Effects of:

Expenses not deductible for tax purposes

391,855

1,671,481

Income not taxable for tax purposes

(656

)

(4,328

)

Utilisation of tax losses

(189,083

)

(76,692

)

Adjustments to tax charge in respect of previous periods

(160,689

)

47,409

Other adjustments to tax charge

272,906

90,007

Research & Development enhanced deduction

(944,281

)

(332,834

)

Total tax charge

498,556

77,352

Tax effects relating to effects of other comprehensive income

2022

Gross

Tax

Net

£

Foreign Exchange

(80,136

)

-

(80,136

)

10.	Individual income statement

As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.

11.	Intangible fixed assets

Group

Development

Goodwill

costs

Totals

£

Cost

At 1 July 2021

20,060,084

2,754,418

22,814,502

Additions

-

2,259,025

Disposals

-

(426,193

)

(426,193

)

At 30 June 2022

20,060,084

4,587,250

24,647,334

Amortisation

At 1 July 2021

20,060,084

1,518,381

21,578,465

Amortisation for year

-

1,563,407

Eliminated on disposal

-

(426,193

)

(426,193

)

At 30 June 2022

20,060,084

2,655,595

22,715,679

Net book value

At 30 June 2022

-

1,931,655

At 30 June 2021

-

1,236,037

12.	Tangible fixed assets

Group

Fixtures

Short

Plant and

and

Motor

leasehold

machinery

fittings

vehicles

Totals

£

Cost

At 1 July 2021

434,841

5,567,116

181,423

10,374

6,193,754

Additions

-

2,259

-

2,259

Disposals

(434,841

)

(1,090,297

)

(93,304

)

(10,374

)

(1,628,816

)

At 30 June 2022

-

4,479,078

88,119

-

4,567,197

Depreciation

At 1 July 2021

285,522

3,351,040

98,869

5,187

3,740,618

Charge for year

21,265

438,802

10,200

-

470,267

Eliminated on disposal

(306,787

)

(1,057,814

)

(93,304

)

(5,187

)

(1,463,092

)

At 30 June 2022

-

2,732,028

15,765

-

2,747,793

Net book value

At 30 June 2022

-

1,747,050

72,354

-

1,819,404

At 30 June 2021

149,319

2,216,076

82,554

5,187

2,453,136

13.	Fixed asset investments

Company

Shares in

group

undertakings

£

Cost

At 1 July 2021

and 30 June 2022

37,001,349

Net book value

At 30 June 2022

37,001,349

At 30 June 2021

37,001,349

Subsidiary

Country of
incorporation

Effective % holding

CP Plus Limited

UK

97.71

CP Plus (International) Limited

UK

75

Ranger Plus Limited

UK

97.71 (indirect)

Ranger Services Limited

UK

92.82 (indirect)

Ranger (Holdings) Limited

UK

92.82 (indirect)

Highview Parking Limited

UK

92.82 (indirect)

CP Plus Parking Espana S.L.

Spain

75 (indirect)

Flow Analytics Limited

UK

100

GroupNexus Limited

UK

100

The principal activities of the above named subsidiaries continued to be the provision of car park and security management, except for Ranger Plus Limited and Ranger (Holdings) Limited which continued to act as holding entities for other subsidiaries within the group.

14.

Stocks

Group

Company

2022

2021

2022

2021

£

Equipment for installation

404,829

494,298

-

Property for sale

3,500,000

5,021,682

3,500,000

5,021,682

3,904,829

5,515,980

3,500,000

5,021,682

15.

Debtors: amounts falling due within one year

Group

Company

2022

2021

2022

2021

£

Trade debtors

4,194,982

3,188,533

-

Amounts owed by group undertakings

-

14,068,611

19,948,655

Other debtors

26,303,965

25,047,661

5,200,154

4,958,996

Tax

64,516

208,421

-

VAT

-

116

210

Deferred tax asset

20,764

17,745

-

Prepayments and accrued income

2,407,924

1,308,844

-

32,992,151

29,771,204

19,268,881

24,907,861

Deferred tax asset

Group

Company

2022

2021

2022

2021

£

Accelerated capital allowances

20,764

17,745

-

16.

Creditors: amounts falling due within one year

Group

Company

2022

2021

2022

2021

£

Bank loans and overdrafts (see note 18)

-

208,333

-

208,333

Other loans (see note 18)

114,949

-

Trade creditors

2,620,757

2,091,176

3,608

10,666

Amounts owed to group undertakings

-

2,750,948

2,619,955

Tax

-

13,474

133,399

-

Social security and other taxes

415,927

347,348

-

VAT

679,770

322,587

-

Other creditors

2,268,534

2,369,426

322,065

Directors' current accounts

5,699,753

6,999,752

5,699,753

6,999,752

Accruals and deferred income

4,155,608

3,305,888

2,363,085

1,860,903

15,955,298

15,657,984

11,272,858

12,021,674

17.

Creditors: amounts falling due after more than one year

Group

Company

2022

2021

2022

2021

£

Bank loans (see note 18)

-

2,291,667

-

2,291,667

Other loans (see note 18)

56,566

-

56,566

2,291,667

-

2,291,667

18.

Loans

An analysis of the maturity of loans is given below:

Group

Company

2022

2021

2022

2021

£

Amounts falling due within one year or on

demand:

Bank loans

-

208,333

-

208,333

Other loans

114,949

-

114,949

208,333

-

208,333

Amounts falling due between one and two

years:

Other loans - 1-2 years

29,680

-

Amounts falling due between two and five

years:

Bank loans - 2-5 years

-

2,000,000

-

2,000,000

Other loans - 2-5 years

26,886

-

26,886

2,000,000

-

2,000,000

Amounts falling due in more than five years:

Repayable by instalments

Bank loans more 5 yr by instal

-

291,667

-

291,667

19.	Leasing agreements

Minimum lease payments fall due as follows:

Group

Non-cancellable

operating leases

2022

2021

£

Within one year

86,250

120,000

Between one and five years

300,000

311,250

In more than five years

150,000

225,000

536,250

656,250

20.	Deferred tax

Group

£

Balance at 1 July 2021

(17,745

)

Provided during year

(3,019

)

Balance at 30 June 2022

(20,764

)

21.	Called up share capital

Allotted, issued and fully paid:

Number:

Class:

Nominal

2022

2021

value:

£

506,750

Ordinary

0.1

50,675

22.

Reserves

Group

Retained

Share

earnings

premium

Totals

£

At 1 July 2021

4,037,499

24,949,296

28,986,795

Profit for the year

5,434,495

Foreign exchange differences

(80,136

)

-

(80,136

)

Change in ownership interests

in subsidiaries that do not

result in loss of control

42,543

-

42,543

At 30 June 2022

9,434,401

24,949,296

34,383,697

Company

Retained

Share

earnings

premium

Totals

£

At 1 July 2021

31,383,019

24,949,296

56,332,315

Deficit for the year

(1,968,724

)

(1,968,724

)

At 30 June 2022

29,414,295

24,949,296

54,363,591

23.	Non-controlling interests

Minority interest relates to the proportion of the investments in CP Plus Limited, CP Plus (International) Limited, Ranger Plus Limited, and Ranger Holdings Limited which are owned by investors outside of the group.

24.	Related party disclosures

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

Included in group debtors at the year end is £5,499,174 (2021: £5,243,777) and included in group creditors at the year end is £153,438 (2021: £146,131) relating to entities connected by common control.

Included in company debtors at the year end is £5,200,153 (2021: £4,958,996) and included in company creditors at the year end is £2,750,848 (2021: £2,619,855) relating to entities connected by common control.

During the year interest payable of £7,307 (2021: £6,959) was charged by companies connected by common control, and interest amounting to £261,865 (2021: £249,704) was received from these companies.

At the year end £6,021,818 (2021: £7,321,817) was owed to directors and members of their families.

25.	Ultimate controlling party

The ultimate controlling party is the parent company Trade Topco Limited, a company controlled by E A Green, I S Langdon and related parties acting in concert.

26.	Reconciliation of profit/(loss) before taxation to cash generated from operations

2022

2021

£

Profit/(loss) before taxation

5,939,495

(6,935,214

)

Depreciation charges

2,033,674

9,737,630

Loss on disposal of fixed assets

165,724

-

Finance costs

611,443

739,209

Finance income

(1,244,179

)

(795,390

)

7,506,157

2,746,235

Decrease/(increase) in stocks

1,611,151

(127,339

)

Increase in trade and other debtors

(3,361,833

)

(8,693,528

)

Increase/(decrease) in trade and other creditors

1,704,172

(2,951,004

)

Cash generated from operations

7,459,647

(9,025,636

)

27.	Cash and cash equivalents

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 30 June 2022

30/6/22

1/7/21

£

Cash and cash equivalents

10,375,513

8,624,179

Year ended 30 June 2021

30/6/21

1/7/20

£

Cash and cash equivalents

8,624,179

7,222,778

28.	Analysis of changes in net funds

At 1/7/21

Cash flow

At 30/6/22

£

Net cash

Cash at bank and in hand

8,624,179

1,751,334

10,375,513

8,624,179

1,751,334

10,375,513

Debt

Debts falling due within 1 year

(208,333

)

93,384

(114,949

)

Debts falling due after 1 year

(2,291,667

)

2,235,101

(56,566

)

(2,500,000

)

2,328,485

(171,515

)

Total

6,124,179

4,079,819

10,203,998