MSCLUK Ltd - Accounts to registrar (filleted) - small 23.2.5

REGISTERED NUMBER: 11937161 (England and Wales)

MSCLUK LTD

FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2022

Page

Statement of Financial Position

1

Notes to the Financial Statements

2

NON-CURRENT ASSETS

Intangible assets

5

7,501

8,501

Tangible assets

6

83,822

55,857

91,323

64,358

CURRENT ASSETS

Stocks

7

879,480

728,571

Receivables: amounts falling due within one year

8

668,056

406,709

Cash at bank

92,374

69,383

1,639,910

1,204,663

PAYABLES

Amounts falling due within one year

9

(2,938,294

)

(1,448,399

)

NET CURRENT LIABILITIES

(1,298,384

)

(243,736

)

TOTAL ASSETS LESS CURRENT LIABILITIES

(1,207,061

)

(179,378

)

CAPITAL AND RESERVES

Called up share capital

11

11

Retained earnings

(1,207,072

)

(179,389

)

(1,207,061

)

(179,378

)

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

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 22 August 2023 and were signed on its behalf by:

Declan Canavan - Director

1.	STATUTORY INFORMATION

MSCLUK Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address are as below:

Registered number:

11937161

Registered office:

17 Flitch Industrial Estate

Great Dunmow

Essex

England

CM6 1XJ

2.	STATEMENT OF COMPLIANCE

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" including the provisions of Section 1A "Small Entities" and the Companies Act 2006.

3.	ACCOUNTING POLICIES

Basis of preparing the financial statements

The financial statements have been prepared on a going concern basis under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise Judgment in applying the company's accounting policies.

The following principal accounting policies have been applied consistently unless otherwise stated:

Going Concern

The financial statements have been prepared on the going concern notwithstanding the fact the company has a balance sheet deficit of £1,207,061 (2021 - £179,378).

The company was purchased by the group in 2021, and the current directors are in the process of reviewing revenue streams and costs to bring the company to profitability in the near future. Management have prepared forecasts which demonstrate that the Company may require some support from its fellow group companies in the next 12 months to help support the company.

The directors have obtained confirmation from the group's parent company, Rockabel Limited, that the company has underlying support for a period of at least 12 months from the date of signing these financial statements and are satisfied that they can demonstrate a strong financial position to withstand potential future challenges or cash flow requirements for the foreseeable future.

It is on this basis, that the directors have prepared the financial statements on a going concern basis.

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods:

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:

- the significant risks and rewards of ownership have been transferred to the buyer;

- the company retains no continuing involvement or control over the goods;

- the amount of revenue can be measured reliably;

- it is probable that future economic benefits will flow through the company

- the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Goodwill

Goodwill, being the amount paid in connection with the acquisition of a business in 2020, is being amortised evenly over its estimated useful life of ten years.

Property, plant and equipment

Property , plant and equipment are stated at cost less accumulated depreciation. The charge to depreciation is calculated to write off the original cost of property, plant and equipment, less their estimated residual value, over their expected useful lives.

Plant and Machinery - 15% straight line

Fixtures and Fittings - 25% straight line

Motor Vehicles - 33% reducing balance

Computer Equipment - 12.5% straight line

The carrying values of property, plant and equipment are reviewed annually for impairment in periods if events or changes in circumstances indicate the carrying value may not be recoverable.

Inventories

Inventories are valued at the lower of cost and net realisable value. Cost comprises expenditure incurred in the normal course of business in bringing stocks to their present location and condition. Full provision is made for obsolete and slow moving items. Net realisable value comprises actual or estimated selling price (net of trade discounts) less all further costs to completion or to be incurred in marketing and selling.

Financial instruments

The company has chosen to adopt Sections 11 and 12 of FRS 102 in respect of financial

instruments.

(i) Financial assets

Basic financial assets, including trade and other receivables, cash and bank balances and amounts

owed by related companies are initially recognised at transaction price, unless the arrangement

constitutes a financing transaction, where the transaction is measured at the present value of the

future receipts discounted at a market rate of interest. Such assets are subsequently carried at

amortised cost using the effective interest method.

At the end of each reporting period financial assets measured at amortised cost are assessed for

objective evidence of impairment. If an asset is impaired, the impairment loss is the difference

between the carrying amount and the present value of the estimated cash flows discounted at the

asset's original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment

was recognised, the impairment is reversed. The reversal is such that the current carrying amount

does not exceed what the carrying amount would have been had the impairment not previously

been recognised. The impairment reversal is recognised in the Income Statement.

(ii) Financial liabilities

Basic financial liabilities, including trade and other payables, bank loans and overdrafts and hire

purchase contracts are initially recognised at transaction price, unless the arrangement constitutes

a financing transaction, where the debt instrument is measured at the present value of the future

receipts discounted at a market rate of interest. Debt instruments are subsequently carried at

amortised cost, using the effective interest rate method. Fees paid on the establishment of loan

facilities are recognised as transaction costs of the loan to the extent that it is probable that some

or all of the facility will be drawn down. In this case, the fee is deferred until the draw-down

occurs. To the extent there is no evidence that it is probable that some or all of the facility will be

drawn down, the fee is capitalised as a pre-payment for liquidity services and amortised over the

period of the facility to which it relates.

Trade payables are obligations to pay for goods or services that have been acquired in the ordinary

course of business from suppliers. Accounts payable are classified as current liabilities if payment

is due within one year or less. If not, they are presented as non-current liabilities. Trade payables

are recognised initially at transaction price and subsequently measured at amortised cost using the

effective interest method.

Financial liabilities are derecognised when the liability is extinguished, that is when the contractual

obligation is discharged, cancelled or expires.

(iii) Offsetting

Financial assets and liabilities are offset and the net amounts presented in the financial statements

when there is a legally enforceable right to set off the recognised amounts and there is an

intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

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 year 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.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company pension scheme are charged to income statement in the period to which they relate.

Cash flow statement

The company has availed of the exemption in FRS 102 Section 1A from the requirement to prepare a Statement of Cash Flows because it is classified as a small company.

Finance costs

Finance costs comprise interest payable on borrowings and leases. Interest is recognised in the Income Statement as it accrues.

Share capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or options are shown in equity as a deduction, net of tax, from the proceeds.

Cash and cash equivalents

Cash and cash equivalents includes cash in hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less and bank overdrafts.

Bank overdrafts are shown within borrowings in current liabilities.

4.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 29 (2021 - 26 ) .

5.	INTANGIBLE FIXED ASSETS

Goodwill

£

COST

At 1 January 2022

and 31 December 2022

10,001

AMORTISATION

At 1 January 2022

1,500

Amortisation for year

1,000

At 31 December 2022

2,500

NET BOOK VALUE

At 31 December 2022

7,501

At 31 December 2021

8,501

6.	PROPERTY, PLANT AND EQUIPMENT

Fixtures

Plant and

and

Motor

Computer

machinery

fittings

vehicles

equipment

Totals

£

£

£

£

£

COST

At 1 January 2022

24,319

14,698

9,895

19,968

68,880

Additions

142

39,803

-

3,679

43,624

At 31 December 2022

24,461

54,501

9,895

23,647

112,504

DEPRECIATION

At 1 January 2022

2,967

2,627

4,119

3,310

13,023

Charge for year

3,659

8,042

1,371

2,587

15,659

At 31 December 2022

6,626

10,669

5,490

5,897

28,682

NET BOOK VALUE

At 31 December 2022

17,835

43,832

4,405

17,750

83,822

At 31 December 2021

21,352

12,071

5,776

16,658

55,857

7.

STOCKS

2022

2021

£

£

Raw materials

831,746

683,728

Work-in-progress

7,162

6,138

Finished goods

40,572

38,705

879,480

728,571

As of 31 December 2022, the replacement cost of inventories is equal to the actual cost.

8.

RECEIVABLES: AMOUNTS FALLING DUE WITHIN ONE YEAR

2022

2021

£

£

Trade receivables

568,051

353,103

Other receivables

40,435

6,065

Prepayments and accrued income

59,570

47,541

668,056

406,709

9.

PAYABLES: AMOUNTS FALLING DUE WITHIN ONE YEAR

2022

2021

£

£

Trade payables

241,146

163,004

Amounts owed to group undertakings

2,312,232

1,114,137

Amounts owed to related parties

189,030

-

Tax

-

34,844

Social security and other taxes

39,162

44,659

VAT

72,789

5,522

Accruals and deferred income

83,935

86,233

2,938,294

1,448,399

Amounts owed to group undertakings and related parties are interest free and repayable on demand.

10.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Auditors' Report was unqualified.

Mr. Ryan Falls (FCA) (Senior Statutory Auditor)

for and on behalf of CavanaghKelly

11.	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.

The following entities are regarded as related parties due to common directors and shareholders.

-

Kelso Agencies Ltd

-

RT Large (ROI) Ltd

-

John Riddel and Son Ltd

Amounts owed to/by MSCLUK Ltd at year end:

2022

2021

Amounts (owed to

)

Amounts (owed to

)

/ by MSCLUK Ltd

/ by MSCLUK Ltd

£

£

Kelso Agencies Ltd

75,000

-

RT Large (ROI) Ltd

110,000

-

John Riddel and Son Ltd

4,030

-

12.	ULTIMATE CONTROLLING PARTY

The ultimate controlling party is Rockabel Limited.

The company regards Flair Showers Limited, a company registered in the Republic Of Ireland, as

its immediate parent company. The ultimate parent and the largest and smallest group financial

statements that consolidate this company is Rockabel Limited.