Kelso Agencies Limited - Accounts to registrar (filleted) - small 23.1.2

REGISTERED NUMBER: NI013874 (Northern Ireland)

KELSO AGENCIES LIMITED

AUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2022

Page

Statement of Financial Position

1

Notes to the Financial Statements

2

NON-CURRENT ASSETS

Property, plant and equipment

5

38,984

24,721

CURRENT ASSETS

Inventories

6

240,656

198,943

Receivables

7

1,565,503

980,348

Cash at bank

207,866

540,730

2,014,025

1,720,021

PAYABLES

Amounts falling due within one year

8

(236,473

)

(225,289

)

NET CURRENT ASSETS

1,777,552

1,494,732

TOTAL ASSETS LESS CURRENT LIABILITIES

1,816,536

1,519,453

CAPITAL AND RESERVES

Called up share capital

9

1,000

1,000

Retained earnings

1,815,536

1,518,453

SHAREHOLDERS' FUNDS

1,816,536

1,519,453

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 6 June 2023 and were signed on its behalf by:

D Canavan - Director

A Hogan - Director

1.	STATUTORY INFORMATION

Kelso Agencies Limited is a private company, limited by shares , registered in Northern Ireland. The company's registered number and registered office address are as below:

Registered number:

NI013874

Registered office:

14L Kilroot Business Park

Larne Road

Carrickfergus

Co. Antrim

BT38 7PR

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 accounts are prepared on a going concern basis under the historical cost convention.

The financial statements are presented in sterling which is the functional currency of the company and rounded to the nearest £.

The significant accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all years presented, unless otherwise stated.

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.

Property, plant and equipment and depreciation

Property, plant and equipment are stated as cost or at valuation, less accumulated depreciation. Cost includes costs directly attributable to making the asset capable of operating as intended. The charge to depreciation is calculated to write off the original cost of the property, plant and equipment, less their estimated residual value, over their expected useful lives.

Plant and Machinery - 25% Straight Line

Fixtures, fittings and equipment - 25-33% Straight Line

Motor Vehicles - 25% 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. Inventories are determined on a first-in first-out basis. Cost comprises expenditure incurred in the normal course of business in bringing inventories to their present location and condition. Net realisable value comprises actual or estimated selling price (net of trade discounts) less all further costs to be incurred in marketing and selling. Full provision is made for obsolete and slow moving items.

Financial instruments

The company have 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 parties and 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 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 profit or loss.

Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) despite having retained some significant risks and rewards of ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.

(ii) Financial liabilities

Basic financial liabilities, including trade and other payables, bank loans and overdrafts and amounts owed to related parties 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 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 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 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.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the statement of financial position 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.

Hire purchase and leasing commitments

Property, plant and equipment held under leasing and Hire Purchases arrangements which transfer substantially all the risks and rewards of ownership to the company are capitalised and included in the Statement of Financial Position at their cost or valuation, less depreciation. The corresponding commitments are recorded as liabilities. Payments in respect of these obligations are treated as consisting of capital and interest elements, with interest charged to the Income Statement.

Employee benefits

The company operates a defined contribution pension scheme for employees. The assets of the scheme are held seperately from those of the company in an independently administered fund. Annual contributions payable to the company's pension scheme are charged to the 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.

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.

Finance Costs

Finance expenses comprise interest payable on borrowings and leases. Interest is recognised in profit or loss as it accrues.

4.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 8 (2021 - 7 ) .

5.	PROPERTY, PLANT AND EQUIPMENT

Fixtures

Plant and

and

Motor

machinery

fittings

vehicles

Totals

£

£

£

£

COST

At 1 January 2022

6,106

38,966

63,465

108,537

Additions

-

28,953

-

28,953

Disposals

-

-

(26,115

)

(26,115

)

At 31 December 2022

6,106

67,919

37,350

111,375

DEPRECIATION

At 1 January 2022

6,106

36,344

41,366

83,816

Charge for year

-

1,676

10,869

12,545

Eliminated on disposal

-

-

(23,970

)

(23,970

)

At 31 December 2022

6,106

38,020

28,265

72,391

NET BOOK VALUE

At 31 December 2022

-

29,899

9,085

38,984

At 31 December 2021

-

2,622

22,099

24,721

6.	INVENTORIES

2022

2021

£

£

Inventories

240,656

198,943

7.	RECEIVABLES

2022

2021

£

£

Trade receivables

468,871

452,308

Amounts owed by group undertakings

724,160

497,474

Amounts owed by related undertakings

345,250

-

Deferred tax asset

479

6,256

Prepayments

26,743

24,310

1,565,503

980,348

The amounts owed by group companies and related undertakings are considered payable on demand. No interest is charged in respect of same.

8.

AMOUNTS FALLING DUE WITHIN ONE YEAR

2022

2021

£

£

Trade payables

97,013

116,148

Amounts owed to group undertakings

52,258

-

Taxation and social security

63,527

78,911

Other payables

23,675

30,230

236,473

225,289

The amount owed to group companies and related undertakings are considered payable on demand. No interest is charged in respect of same.

9.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2022

2021

value:

£

£

1,000

Ordinary

1

1,000

1,000

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 TRANSACTIONS

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.

-

Marflow Engineering Ltd

-

MSCLUK Ltd

-

Flair Showers (ROI) Ltd

Amounts owed to/by Kelso Agencies Ltd at year end:

2022

2021

Amounts (owed to

)

Amounts (owed to

)

/ by Kelso Agencies Ltd

/ by Kelso Agencies Ltd

£

£

Marflow Engineering Ltd

(100,250

)

-

MSCLUK Ltd

(75,000

)

-

Flair Showers (ROI) Ltd

(170,000

)

-

12.	ULTIMATE PARENT COMPANY

The ultimate controlling party is Sanbra Limited.

The company regards Sanbra Limited, a company registered in the Republic of Ireland, as its parent company. The results of Kelso Agencies Limited are included in the consolidated financial statements of Sanbra Limited, which are available at the company's registered office at Conex Works, Santry Avenue, Dublin 9, Ireland.