ACCOUNTS - Final Accounts preparation

ACCOUNTS - Final Accounts preparation

WENSLEYDALE W & G LIMITED - Company Information

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Registered number: 10590753









WENSLEYDALE W & G LIMITED









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022
 
WENSLEYDALE W & G LIMITED
 
 
COMPANY INFORMATION


Directors
G P Wallace 
S Hakami 
M W Fagerberg  




Registered number
10590753



Registered office
Unit 4 Central Boulevard
Blythe Valley Park

Solihull

West Midlands

B90 8AW




Independent auditors
PKF Smith Cooper Audit Limited
Statutory Auditors

158 Edmund Street

Birmingham

B3 2HB




Bankers
Yorkshire Bank
Temple Point

1 Temple Row

Birmingham

B5 5YB




 
WENSLEYDALE W & G LIMITED
 

CONTENTS



Page
Group strategic report
1 - 2
Directors' report
3 - 4
Independent auditors' report
5 - 8
Consolidated statement of comprehensive income
9
Consolidated balance sheet
10 - 11
Company balance sheet
12
Consolidated statement of changes in equity
13
Company statement of changes in equity
14
Consolidated statement of cash flows
15 - 16
Consolidated analysis of net debt
17
Notes to the financial statements
18 - 39

 
WENSLEYDALE W & G LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022

Introduction
 
The principal activities of the Group in the year under review continued to be the manufacture, sale and service of emergency evacuation chairs, medical equipment and related service and training, both in the UK and the rest of the world.
The results for the Group are disclosed on page 9 of the financial statements and show a pre-tax loss of £38,499 (2021 - loss £526,934) and turnover of £8,206,511 (2021 - £6,879,481).

Business review
 
The Group continued to recover post-pandemic with turnover growth of 19% against 2021. This growth was mainly achieved within the UK where market tailwinds have increased awareness around safe evacuation for all. Exports into Europe and the Rest of the World experienced strong growth figures too, 7% and 44% respectively, as a result of COVID-19 restrictions being lifted across the globe. 
Despite inflationary pressures throughout 2022 due to the war in Ukraine, cost control remained a high priority for the business. Increased efficiency & supply chain improvements provided the business with a gross profit of 66.2%, up from 63.2% in 2021. Investment in people is a key focus for the business and we have been able to expand our sales, maintenance & training teams in order to deliver exceptional customer service
EBITDA from continuing operations, adjusted for exceptional items, was £686,842 (2021 - £510,544). At the year-end the Group had net current liabilities of £887,267 due principally to amounts due to group undertakings.
In October 2022, the Group was acquired by Systematic Growth AB, who specialise in growing groups of companies organically. The acquisition provides a strong financial backing & a platform to support our growth plans. 

Principal risks and uncertainties
 
The principal risks and uncertainties affecting the Group in the future are:
• Raw material costs
• Competition
• Legislation
• Exports (Brexit) 

Financial key performance indicators
 

2022
2021
Movement
Turnover
£8,206,511
£6,879,481
19.3%
Net Profit/(Loss) after Tax
(£180,499)
(£437,934)
58.8%
Return on Sales %
-2.2%
-6.4%



Page 1
 
WENSLEYDALE W & G LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022

Future developments
 
Trading has started very well in 2023 & with a strong orderbook we are expecting another positive year of double digit growth. 
The Group has recruited a new Sales Director as well as building on our internal customer services teams as we continue to expand our infrastructure. Investment in Manufacturing and Technology are areas we will be focusing on within 2023 and 2024.


This report was approved by the board on 12 September 2023 and signed on its behalf.



G P Wallace
Director

Page 2
 
WENSLEYDALE W & G LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022

The directors present their report and the financial statements for the year ended 31 December 2022.

Directors' responsibilities statement

The directors are responsible for preparing the Group strategic report, the Directors' report and the consolidated financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period.

 In preparing these financial statements, the directors are required to:


∙select suitable accounting policies for the Group's financial statements and then apply them consistently;

∙make judgments and accounting estimates that are reasonable and prudent;

∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue in business.

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

Results and dividends

The loss for the year, after taxation, amounted to £180,499 (2021 - loss £437,934).

The total distribution of dividends for the year was £136,542 (2021 - £197,307)

Directors

The directors who served during the year were:

G P Wallace 
I Thompson (resigned 7 October 2022)
M N Wallace (resigned 7 October 2022)
S Hakami (appointed 7 October 2022)
M W Fagerberg (appointed 7 October 2022)

Future developments

Comments on future developments and research and development are disclosed in the group strategic report on page 1.

Page 3
 
WENSLEYDALE W & G LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:

∙so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and
∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Post balance sheet events

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


Auditors

The auditors, PKF Smith Cooper Audit Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 12 September 2023 and signed on its behalf.
 





G P Wallace
Director

Page 4
 
WENSLEYDALE W & G LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WENSLEYDALE W & G LIMITED
 

Opinion


We have audited the financial statements of Wensleydale W & G Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2022, which comprise the Group Statement of comprehensive income, the Group and Company Balance sheets, the Group Statement of cash flows, the Group and Company Statement of changes in equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


∙give a true and fair view of the state of the Group's and of the parent Company's affairs as at 31 December 2022 and of the Group's loss for the year then ended;
∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
∙have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


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


Conclusions relating to going concern


In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.


Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's or the parent Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.


Page 5
 
WENSLEYDALE W & G LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WENSLEYDALE W & G LIMITED (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and  our Auditors' report thereon.  The directors are responsible for the other information contained within the Annual Report.  Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated.  If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves.  If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


We have nothing to report in this regard.


Opinion on other matters prescribed by the Companies Act 2006
 

In our opinion, based on the work undertaken in the course of the audit:


∙the information given in the Group strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Group strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group strategic report or the Directors' report.


We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:


∙adequate accounting records have not been kept by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
∙the parent Company financial statements are not in agreement with the accounting records and returns; or
∙certain disclosures of directors' remuneration specified by law are not made; or
∙we have not received all the information and explanations we require for our audit.


Page 6
 
WENSLEYDALE W & G LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WENSLEYDALE W & G LIMITED (CONTINUED)


Responsibilities of directors
 

As explained more fully in the Directors' responsibilities statement set out on page 3, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


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


Auditors' responsibilities for the audit of the financial statements
 

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Group financial statements.


Irregularities, including fraud, are instances of non-compliance with laws and regulations. Based on our understanding of the Group and industry in which it operates, key laws and regulations we identified included:

∙Companies Act;
∙Tax legislation;
∙Health and safety legislation; 
∙Employment legislation.

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 identified that the principal risk of fraud or non-compliance
with laws and regulations related to:

∙Management bias in respect of accounting estimates and judgements made;
∙Management override of control;
∙Posting of unusual journals or transactions.

We focused on those areas that could give rise to a material misstatement in the Group financial statements. Our procedures included, but were not limited to:

∙Enquiry of management and those charged with governance and review of correspondence around actual and potential litigation and claims, including instances of non-compliance with laws and regulations and fraud;
∙Reviewing minutes of meetings of those charged with governance, where available;
∙Reviewing legal expenditure in the year to identify instances of non-compliance with laws and regulations and fraud:
∙Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations:
∙Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions
Page 7
 
WENSLEYDALE W & G LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WENSLEYDALE W & G LIMITED (CONTINUED)


outside the normal course of business and reviewing accounting estimates for bias, including depreciation and impairment of tangible and intangible fixed assets, provision for bad debts and stock provisions.

It is the primary responsibility of management, with the oversight of those charged with governance, to ensure
that the entity's operations are conducted in accordance with the provisions of laws and regulations and for the
prevention and detection of 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.





Stephen Newman (Senior statutory auditor)
  
for and on behalf of
PKF Smith Cooper Audit Limited
 
Statutory Auditors
  
158 Edmund Street
Birmingham
B3 2HB

26 September 2023
Page 8
 
WENSLEYDALE W & G LIMITED
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2022

2022
2021
Note
£
£

  

Turnover
 4 
8,206,511
6,879,481

Cost of sales
  
(2,770,722)
(2,534,220)

Gross profit
  
5,435,789
4,345,261

Distribution costs
  
(1,507,857)
(1,209,395)

Administrative expenses
  
(3,875,177)
(3,306,614)

Exceptional administrative expenses
 5 
(137,500)
(211,169)

Other operating income
 6 
27,363
102,465

Operating loss
 7 
(57,382)
(279,452)

Interest receivable and similar income
 11 
1,373
247

Interest payable and similar expenses
 12 
(182,490)
(247,729)

Exceptional interest payable and similar items
 12 
200,000
-

Loss before taxation
  
(38,499)
(526,934)

Tax on loss
 13 
(142,000)
89,000

Loss for the financial year
  
(180,499)
(437,934)

  

There were no recognised gains and losses for 2022 or 2021 other than those included in the consolidated statement of comprehensive income. 
There was no other comprehensive income for 2022 (2021:£NIL)

The notes on pages 18 to 39 form part of these financial statements.

Page 9
 
WENSLEYDALE W & G LIMITED
REGISTERED NUMBER: 10590753

CONSOLIDATED BALANCE SHEET
AS AT 31 DECEMBER 2022

2022
2021
Note
£
£

Fixed assets
  

Intangible assets
 15 
1,796,280
2,230,344

Tangible assets
 16 
1,005,276
1,116,900

  
2,801,556
3,347,244

Current assets
  

Stocks
 18 
583,020
420,841

Debtors: amounts falling due within one year
 19 
1,798,530
1,589,409

Cash at bank and in hand
 20 
180,035
1,080,817

  
2,561,585
3,091,067

Creditors: amounts falling due within one year
 21 
(3,448,852)
(2,079,256)

Net current (liabilities)/assets
  
 
 
(887,267)
 
 
1,011,811

Total assets less current liabilities
  
1,914,289
4,359,055

Creditors: amounts falling due after more than one year
 22 
-
(2,445,307)

Provisions for liabilities
  

Deferred taxation
 26 
(111,000)
-

  
 
 
(111,000)
 
 
-

Accruals and deferred income
 27 
(1,658,694)
(1,452,112)

Net assets
  
144,595
461,636


Capital and reserves
  

Called up share capital 
 28 
358,700
358,700

Profit and loss account
 29 
(214,105)
102,936

  
144,595
461,636


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



G P Wallace
Director

Date: 12 September 2023

The notes on pages 18 to 39 form part of these financial statements.
Page 10
 
WENSLEYDALE W & G LIMITED
REGISTERED NUMBER: 10590753
    
CONSOLIDATED BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2022


Page 11
 
WENSLEYDALE W & G LIMITED
REGISTERED NUMBER: 10590753

COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2022

2022
2021
Note
£
£

Fixed assets
  

Investments
 17 
8,538,922
8,538,922

  
8,538,922
8,538,922

Current assets
  

Debtors: amounts falling due within one year
 19 
-
159,000

Cash at bank and in hand
 20 
1,719
2,348

  
1,719
161,348

Creditors: amounts falling due within one year
 21 
(7,987,226)
(5,682,984)

Net current liabilities
  
 
 
(7,985,507)
 
 
(5,521,636)

Total assets less current liabilities
  
553,415
3,017,286

  

Creditors: amounts falling due after more than one year
 22 
-
(2,406,493)

  

Accruals and deferred income
 27 
(2,000)
(4,111)

Net assets
  
551,415
606,682


Capital and reserves
  

Called up share capital 
 28 
358,700
358,700

Profit and loss account brought forward
  
247,982
432,670

Profit for the year
  
81,275
12,619

Dividends paid

  

(136,542)
(197,307)

Profit and loss account carried forward
  
192,715
247,982

  
551,415
606,682


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



G P Wallace
Director

Date: 12 September 2023

The notes on pages 18 to 39 form part of these financial statements.

Page 12
 
WENSLEYDALE W & G LIMITED
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022


Called up share capital
Profit and loss account
Equity attributable to owners of parent Company
Total equity

£
£
£
£


At 1 January 2021
358,700
738,177
1,096,877
1,096,877



Loss for the year
-
(437,934)
(437,934)
(437,934)

Dividends: Equity capital
-
(197,307)
(197,307)
(197,307)



At 1 January 2022
358,700
102,936
461,636
461,636



Loss for the year
-
(180,499)
(180,499)
(180,499)

Dividends: Equity capital
-
(136,542)
(136,542)
(136,542)


At 31 December 2022
358,700
(214,105)
144,595
144,595


The notes on pages 18 to 39 form part of these financial statements.

Page 13
 
WENSLEYDALE W & G LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 January 2021
358,700
432,670
791,370



Profit for the year
-
12,619
12,619

Dividends: Equity capital
-
(197,307)
(197,307)



At 1 January 2022
358,700
247,982
606,682



Profit for the year
-
81,275
81,275

Dividends: Equity capital
-
(136,542)
(136,542)


At 31 December 2022
358,700
192,715
551,415


The notes on pages 18 to 39 form part of these financial statements.

Page 14
 
WENSLEYDALE W & G LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2022

2022
2021
£
£

Cash flows from operating activities

Loss for the financial year
(180,499)
(437,934)

Adjustments for:

Exceptional item (see note 12)
(200,000)
-

Amortisation of intangible assets
434,064
426,713

Depreciation of tangible assets
172,660
152,114

(Profit) on disposal of tangible assets
(200)
(4,391)

Government grants receivable
(27,363)
(102,465)

Interest payable
(17,510)
247,729

Interest received
(1,373)
(247)

Taxation charge
142,000
(89,000)

(Increase) in stocks
(162,179)
(54,360)

(Increase) in debtors
(304,040)
(334,275)

Increase in creditors
259,697
553,094

Corporation tax received/(paid)
63,919
(79,407)

Net cash generated from operating activities

179,176
277,571


Cash flows from investing activities

Purchase of intangible fixed assets
-
(26,668)

Purchase of tangible fixed assets
(61,036)
(417,576)

Sale of tangible fixed assets
200
18,158

Government grants received
27,363
102,465

Interest received
1,373
247

HP interest paid
(3,447)
(4,259)

Net cash from investing activities

(35,547)
(327,633)

Cash flows from financing activities

New secured loans
-
500,000

Repayment of loans
(1,126,344)
(465,422)

Increased in amount owed to group undertakings (see note 21)
2,391,161
-

Repayment of other loans
(1,954,755)
-

Repayment of finance leases
(38,888)
(47,197)

Dividends paid
(136,542)
(197,307)

Interest paid
(179,043)
(243,470)

Net cash used in financing activities
(1,044,411)
(453,396)

Net (decrease) in cash and cash equivalents
(900,782)
(503,458)
Page 15
 
WENSLEYDALE W & G LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022


2022
2021

£
£


Cash and cash equivalents at beginning of year
1,080,817
1,584,275

Cash and cash equivalents at the end of year
180,035
1,080,817


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
180,035
1,080,817

180,035
1,080,817


The notes on pages 18 to 39 form part of these financial statements.

Page 16
 
WENSLEYDALE W & G LIMITED
 

CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2022




At 1 January 2022
Cash flows
At 31 December 2022
£

£

£

Cash at bank and in hand

1,080,817

(900,782)

180,035

Debt due after 1 year

(2,406,493)

2,406,493

-

Debt due within 1 year

(1,074,606)

(1,316,555)

(2,391,161)

Finance leases

(77,776)

38,888

(38,888)


(2,478,058)
228,044
(2,250,014)

The notes on pages 18 to 39 form part of these financial statements.

Page 17
 
WENSLEYDALE W & G LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

1.


General information

Wensleydale W&G Limited is a private company, limited by shares incorporated in the England, United Kingdom. The company's registered number is 10590753. The address of the registered office is given in the company information of these financial statements. The principal activities of the group continued to be the manufacture, sales and service of emergency evacuation chairs, medical equipment and related service and training, both in the UK and the rest of the world.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements are prepared in Sterling and rounded to the nearest pound.

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

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.

The following principal accounting policies have been applied:

  
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.

 
2.3

Going concern

The financial statements have been prepared on a going concern basis. The Directors have considered relevant information, including, current trading results, forecast future cash flows and support from its parent group. In relation to the net current liability position shown on the Company’s own balance sheet at 31 December 2022, the Directors have received confirmation that the Company's parent undertaking, Salvatio Holding Limited, will not request repayment unless the Company is in a position to make repayment without prejudice to its working capital requirements. Based on these assessments and having regard to the resources available to the entity as at the date of approval of these financial statements, the directors have concluded that there is no material uncertainty regarding the Group and Company’s ability to meet its liabilities as they fall due, and hence that it is appropriate to prepare these financial statements on a going concern basis. 

Page 18
 
WENSLEYDALE W & G LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.4

Foreign currency translation

Functional and presentation currency

The Group's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Consolidated Statement of Comprehensive Income.

 
2.5

Revenue

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

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
∙the Group has transferred the significant risks and rewards of ownership to the buyer;
∙the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
∙the amount of revenue can be measured reliably;
∙it is probable that the Group will receive the consideration due under the transaction; and
∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
∙the amount of revenue can be measured reliably;
∙it is probable that the Group will receive the consideration due under the contract;
∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and
∙the costs incurred and the costs to complete the contract can be measured reliably.

Page 19
 
WENSLEYDALE W & G LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.6

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to the Consolidated Statement of Comprehensive Income on a straight-line basis over the period of the lease.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.7

Leased assets: the Group as lessee

Assets obtained under hire purchase contracts and finance leases are capitalised as tangible fixed assets. Assets acquired by finance lease are depreciated over the shorter of the lease term and their useful lives. Assets acquired by hire purchase are depreciated over their useful lives. Finance leases are those where substantially all of the benefits and risks of ownership are assumed by the company. Obligations under such agreements are included in creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to the Consolidated Statement of Comprehensive Income so as to produce a constant periodic rate of charge on the net obligation outstanding in each period.

 
2.8

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

 
2.9

Government grants

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

 
2.10

Interest income

Interest income is recognised in the Consolidated Statement of Comprehensive income using the effective interest method.

Page 20
 
WENSLEYDALE W & G LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.11

Finance costs

Finance costs are charged to the Consolidated Statement of Comprehensive Income over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.12

Borrowing costs

Loans and borrowings are initially recognised at the transaction price including transaction costs. Subsequently, they are measured at amortised cost using the effective interest method. Loans and borrowings that are receivable within one year are not discounted. If an arrangement constitutes a finance transaction it is measured at present value of future payments discounted at a market rate of interest for a similar loan.

 
2.13

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in the Consolidated Statement of Comprehensive Income when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Group in independently administered funds.

Page 21
 
WENSLEYDALE W & G LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.14

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
∙Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

 
2.15

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the Group but are presented separately due to their size or incidence.

Page 22
 
WENSLEYDALE W & G LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.16

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated Statement of Comprehensive Income over its useful economic life. The directors have assessed the life of goodwill and believe based on business forecasts and knowledge of the industry sector that the life of goodwill is greater than ten years. However on the basis that the life of goodwill cannot be reliably measured beyond ten years the directors have concluded that an appropriate period over which to amortised goodwill would be ten years.

Other intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. The directors have assessed the life of other intangible assets as two to four years. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed 10 years.

 
2.17

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives.

Depreciation is provided on the following basis:

Short-term leasehold property
-
Over the period of the lease, once in use
Plant and machinery
-
10% Straight line basis
Motor vehicles
-
25% Reducing balance basis
Fixtures and fittings
-
25% Straight line basis

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the Consolidated Statement of Comprehensive Income.

 
2.18

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Page 23
 
WENSLEYDALE W & G LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.19

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in the Consolidated Statement of Comprehensive Income.

 
2.20

Debtors

Short-term debtors are measured at transaction price, less any impairment. 

 
2.21

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

In the Consolidated statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

 
2.22

Creditors

Short-term creditors are measured at the transaction price.

 
2.23

Provisions for liabilities

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

 
2.24

Financial instruments

The Group only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties.
Debt instruments that are payable or received within one year, typically trade debtors and creditors and short term bank loans, are measured, initially and subsequently at the undiscounted amount of cash or other consideration expected to be paid or received.
Financial assets measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. 
 
Page 24
 
WENSLEYDALE W & G LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)


2.24
Financial instruments (continued)


If objective evidence of impairment is found, an impairment loss is recognised in the Statement of comprehensive income.

 
2.25

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the period. However, the nature of estimation means that actual outcomes could differ from those estimates.
The directors consider the following estimates and judgements are likely to have the most significant effect on the amounts recognised in the financial statements:
Estimation of useful economic life
The charge in respect of periodic depreciation and amortisation is derived after determining an estimate of an asset's expected useful economic life and the expected residual value at the end of its life. The useful lives of all assets are determined at the time the asset is acquired and reviewed at least annually for appropriateness. The lives are based on historical experience with similar assets as well as anticipation of future events, which may impact their life, in particular the changing profile of building safety risk management.


4.


Turnover

Analysis of turnover by country of destination:

2022
2021
£
£

United Kingdom
6,668,973
5,619,336

Rest of Europe
931,724
874,049

Rest of the world
605,814
386,096

8,206,511
6,879,481


Page 25
 
WENSLEYDALE W & G LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

5.


Exceptional administrative expenses

2022
2021
£
£


Settlement of share based payment options
137,500
-

Relocation costs
-
63,900

Patents and trademarks
-
94,578

Establishment of overseas operations
-
52,691

137,500
211,169


6.


Other operating income

2022
2021
£
£

Government grants receivable
27,363
102,465

27,363
102,465



7.


Operating loss

The operating loss is stated after charging:

2022
2021
£
£

Research & development charged as an expense
57,020
30,683

Depreciation of tangible fixed assets
172,660
151,103

Amortisation of intangible fixed assets
434,064
427,724

Exchange (gains) / losses
(25,529)
19,382

Other operating lease rentals
434,242
454,814

Defined contribution pension cost
176,617
105,443


8.


Auditors' remuneration

During the year, the Group obtained the following services from the Company's auditors:


2022
2021
£
£

Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements
1,750
1,500

Page 26
 
WENSLEYDALE W & G LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

9.


Employees

Staff costs, including directors' remuneration, were as follows:


Group
Group
2022
2021
£
£


Wages and salaries
3,084,763
2,913,351

Social security costs
318,226
275,792

Cost of defined contribution scheme
176,617
105,443

3,579,606
3,294,586


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


        2022
        2021
            No.
            No.







Production
50
54



Administrative
50
41



Directors
4
5

104
100


10.


Directors' remuneration

During the year the subsidiary's remuneration to the Company's directors amounted to £68,468 (2021 - £64,141). The value of the subsidiary's contributions to the Company's directors defined contribution pension scheme amounted to £7,823 (2021 - £17,600).
During the year retirement benefits were accruing to 2 directors (2021 - 2) in respect of defined contribution pension schemes.




11.


Interest receivable

2022
2021
£
£


Other interest receivable
1,373
247

1,373
247

Page 27
 
WENSLEYDALE W & G LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

12.


Interest payable and similar expenses

2022
2021
£
£


Bank interest payable
13,457
32,626

Other loan interest payable
165,586
210,844

Finance leases and hire purchase contracts
3,447
4,259

182,490
247,729

Exceptional item
During the year as part of the acquisition of the group by Salvatio Limited, accrued interest on loan notes in the amount of £200,000 was waived by the loan note holder. This amount is shown as an exceptional item on the face of the Consolidated statement of comprehensive income on page 9.


13.


Taxation


2022
2021
£
£

Corporation tax


Current tax on profits for the year
3,000
-

Adjustments in respect of previous periods
-
(50,000)


Total current tax
3,000
(50,000)

Deferred tax


Origination and reversal of timing differences
126,000
(5,000)

Adjustments in respect of previous year
13,000
(28,000)

Effect of tax change in rate on opening balances
-
(6,000)

Total deferred tax
139,000
(39,000)


Taxation on profit/(loss) on ordinary activities
142,000
(89,000)
Page 28
 
WENSLEYDALE W & G LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
 
13.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is higher than (2021 - higher than) the standard rate of corporation tax in the UK of 19% (2021 - 19%). The differences are explained below:

2022
2021
£
£


Loss on ordinary activities before tax
(38,000)
(526,934)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2021 - 19%)
(7,000)
(100,117)

Effects of:


Non-tax deductible amortisation of goodwill and impairment
81,000
81,000

Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
26,000
9,000

Adjustments to tax charge in respect of prior periods
-
(50,000)

Adjustment in research and development tax credit leading to an increase (decrease) in the tax charge
-
(46,000)

Losses carried back
-
57,000

Adjustments to deferred tax charge in respect of prior periods
13,000
(28,000)

Adjustment to deferred tax charge for changes in rate
29,000
(7,000)

Other differences leading to a decrease in the tax charge
-
(4,883)

Total tax (credit) / charge for the year
142,000
(89,000)


Factors that may affect future tax charges

Goodwill amortisation will continue to be added back as non-deductible in future tax charges.
In the budget on 3 March 2021, the UK Government announced a proposal to increase the rate of corporation tax to 25% applying to profits over £250,000. A small profits rate will also be introduced for companies with profits of £50,000 or less. This rate change was substantively enacted on 24 May 2021, and has led to the Company's deferred tax liabilities being recalculated at the higher rate of 25% in 2021 and 2022.

Page 29
 
WENSLEYDALE W & G LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

14.


Dividends

2022
2021
£
£


'A' Ordinary dividends
98,308
114,475


'B' Ordinary dividends
38,234
82,832

136,542
197,307


15.


Intangible assets

Group 





Trademarks and intellectual property
Goodwill
Total

£
£
£



Cost


At 1 January 2022
429,430
4,267,133
4,696,563



At 31 December 2022

429,430
4,267,133
4,696,563



Amortisation


At 1 January 2022
403,773
2,062,446
2,466,219


Charge for the year
7,351
426,713
434,064



At 31 December 2022

411,124
2,489,159
2,900,283



Net book value



At 31 December 2022
18,306
1,777,974
1,796,280



At 31 December 2021
25,657
2,204,687
2,230,344



Page 30
 
WENSLEYDALE W & G LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

16.


Tangible fixed assets

Group






Short-term leasehold property
Plant and machinery
Motor vehicles
Fixtures and fittings
Total

£
£
£
£
£



Cost


At 1 January 2022
673,441
1,118,930
6,000
449,864
2,248,235


Additions
3,000
11,945
-
46,091
61,036


Disposals
-
-
-
(2,800)
(2,800)



At 31 December 2022

676,441
1,130,875
6,000
493,155
2,306,471



Depreciation


At 1 January 2022
84,287
665,815
5,325
375,908
1,131,335


Charge for the year on owned assets
63,320
53,994
175
43,504
160,993


Charge for the year on financed assets
-
11,667
-
-
11,667


Disposals
-
-
-
(2,800)
(2,800)



At 31 December 2022

147,607
731,476
5,500
416,612
1,301,195



Net book value



At 31 December 2022
528,834
399,399
500
76,543
1,005,276



At 31 December 2021
589,154
453,115
675
73,956
1,116,900

The net book value of assets held under finance leases or hire purchase contracts, included above, are as follows:


2022
2021
£
£



Plant and machinery
95,277
114,949

95,277
114,949

Page 31
 
WENSLEYDALE W & G LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

17.


Fixed asset investments

Company





Investments in subsidiary company

£



Cost or valuation


At 1 January 2022
8,538,922



At 31 December 2022
8,538,922





Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Principal activity

Class of shares

Holding

Evac + Chair International Limited
Unit 4 Central Boulevard, Blythe Valley Park, Solihull, West Midlands, England, B90, 8AW
Manufacture, sale and service of emergency evacuation chairs, medical equipment and related service and training
Ordinary A and Ordinary B
100%
Parevac Inc
51 Little Falls Drive, Wilmington, Delaware DE 19808, USA
Sale and service of emergency evacuation chairs, medical equipment and related services
Common stock
100%


18.


Stocks

Group
Group
2022
2021
£
£

Raw materials and consumables
122,220
109,676

Work in progress
300,908
256,622

Finished goods and goods for resale
159,892
54,543

583,020
420,841


Impairment losses totaling £9,000 (2021 - £6,000) were recognised in the Consolidated Statement of Comprehensive Income.

Page 32
 
WENSLEYDALE W & G LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

19.


Debtors



Group
Group
Company
Company
2022
2021
2022
2021
£
£
£
£


Trade debtors
1,485,269
1,215,037
-
-

Other debtors
46,617
104,324
-
-

Prepayments and accrued income
266,644
242,048
-
-

Deferred taxation (see note 26)
-
28,000
-
159,000

1,798,530
1,589,409
-
159,000



20.


Cash and cash equivalents

Group
Group
Company
Company
2022
2021
2022
2021
£
£
£
£

Cash at bank and in hand
180,035
1,080,817
1,719
2,348

180,035
1,080,817
1,719
2,348



21.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2022
2021
2022
2021
£
£
£
£

Bank loans
-
626,344
-
626,344

Other loans
-
448,262
-
448,262

Trade creditors
733,902
654,228
-
-

Amounts owed to group undertakings
2,391,161
-
7,987,226
4,608,378

Other taxation and social security
252,030
280,425
-
-

Obligations under finance lease and hire purchase contracts
38,888
38,962
-
-

Other creditors
32,871
31,035
-
-

3,448,852
2,079,256
7,987,226
5,682,984


Page 33
 
WENSLEYDALE W & G LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

21.Creditors: Amounts falling due within one year (continued)

Secured loans
Bank loans were secured by way of fixed and floating charges over the assets of the Group and were repaid in 2022.
Other loans were secured by a secondary fixed and floating charge over the assets of the Group and were repaid in 2022.
Liabilities under finance leases and hire purchase agreements are secured on the individual assets concerned.


22.


Creditors: Amounts falling due after more than one year

Group
Group
Company
Company
2022
2021
2022
2021
£
£
£
£

Bank loans
-
500,000
-
500,000

Other loans
-
1,906,493
-
1,906,493

Net obligations under finance leases and hire purchase contracts
-
38,814
-
-

-
2,445,307
-
2,406,493


Secured loans
Bank loans were secured by way of fixed and floating charges over the assets of the Group and were repaid in 2022.
Other loans included £Nil (2021 - £1,764,185) which were secured by a secondary fixed and floating charge over the assets of the Group. Other loans were repaid in 2022.
Liabilities under finance leases and hire purchase agreements are secured on the individual assets concerned.
Other loans comprise the following loan notes:
• £Nil (2021 - £2,212,447) - interest was charged at 10% and the loan was repaid in 2022;
• £Nil (2021 - £142,308) - no interest was payable and the loan was repaid in 2022.

Page 34
 
WENSLEYDALE W & G LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

23.


Loans

Analysis of the maturity of loans is given below:


Group
Group
Company
Company
2022
2021
2022
2021
£
£
£
£

Amounts falling due within one year

Bank loans
-
626,344
-
626,344

Other loans
-
448,262
-
448,262


-
1,074,606
-
1,074,606

Amounts falling due 1-2 years

Bank loans
-
500,000
-
500,000

Other loans
-
474,920
-
474,920


-
974,920
-
974,920

Amounts falling due 2-5 years

Other loans
-
1,289,265
-
1,289,265


-
1,289,265
-
1,289,265

Amounts falling due after more than 5 years

Other loans
-
142,308
-
142,308

-
142,308
-
142,308

-
3,481,099
-
3,481,099



24.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

Group
Group
2022
2021
£
£

Within one year
38,888
38,962

Between 1-5 years
-
38,814

38,888
77,776

Page 35
 
WENSLEYDALE W & G LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

25.


Financial instruments

Group
Group
Company
Company
2022
2021
2022
2021
£
£
£
£

Financial assets

Financial assets measured at transaction price
180,035
1,080,817
1,719
2,348

Financial assets that are debt instruments measured at transaction price less impairment
1,500,892
1,221,448
-
-

1,680,927
2,302,265
1,719
2,348


Financial liabilities

Financial liabilities measured at amortised cost
(4,873,903)
(5,588,515)
(8,107,226)
(8,093,514)


Financial assets measured at transaction price through the Consolidated statement of comprehensive income comprise cash at bank and in hand.


Financial assets that are debt instruments measured at transaction price less impairment comprise trade debtors, amounts due by group undertakings and other debtors.


Financial liabilities measured at transactions price comprise bank loans, trade creditors, other creditors, accruals, amounts owed to group undertakings and other loans.


26.


Deferred taxation


Group



2022


£






At beginning of year asset
28,000


Charge in the year
(139,000)



At end of year liability
(111,000)

Page 36
 
WENSLEYDALE W & G LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
 
26.Deferred taxation (continued)

Company


2022


£






At beginning of year asset
159,000


Charge in the year
(159,000)



At end of year
-
Group
Group
Company
Company
2022
2021
2022
2021
£
£
£
£

Accelerated capital allowances
(130,000)
(146,000)
-
-

Tax losses carried forward
-
43,000
-
43,000

Other short term timing differences
19,000
131,000
-
116,000

(111,000)
28,000
-
159,000

The deferred taxation asset is included in debtors - see note 19.


27.


Accruals and deferred income

Group
Group
Company
Company
2022
2021
2022
2021
£
£
£
£

Amounts falling due within one year
1,658,694
1,452,112
2,000
4,111

Amounts falling due after more than one year
-
-
-
-

1,658,694
1,452,112
2,000
4,111



28.


Share capital

2022
2021
£
£
Allotted, called up and fully paid



198,182 (2021 - 198,182) "A" Ordinary shares of £1.00 each
198,182
198,182
106,713 (2021 - 106,713) "B" Ordinary shares of £1.00 each
106,713
106,713
53,805 (2021 - 53,805) "C" Ordinary shares of £1.00 each
53,805
53,805

358,700

358,700


Page 37
 
WENSLEYDALE W & G LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

28.Share capital (continued)

Ordinary shares are not redeemable and carry equal rights to vote, the directors have the ability to declare different dividends on Ordinary 'A', 'B' and 'C' shares.
During 2021 options were granted to certain employees of the Group in respect of Ordinary 'D' shares in the amount of 35,475 with an exercise price of £1. The options were granted on 30 March 2021.
During 2022 options were surrendered in exchanged for cash (see note 5) and the remaining options lapsed when the relevant employees' employment ceased.
Wensleydale W&G Limited's shares are subject to a fixed charge for bank borrowings of fellow group undertakings. See note 30 for further information.


29.


Reserves

Profit and loss account

This reserve records the accumulation of the profits in the current period in the normal course of business.


30.


Contingent liabilities

The Company is a member of a VAT group and is jointly and severally liable for the amount of VAT owed by the subsidiary company, Evac + Chair International Limited. At the balance sheet date the amounts guaranteed in this respect were £nil (2021 - £nil).
The Company has provided a guarantee to secure certain bank borrowings of its fellow group undertaking, SG Accessibility AB. The amount guaranteed in this way at the balance sheet date was £6,500,000 (2021 - £nil).


31.


Pension commitments

The group operates a defined contribution pension scheme. The assets are held separately from those of the group in independently administered funds. The pension cost charge represents contributions payable by the group to the funds and amounted to £176,617 (2021 - £105,443). Contributions totaling £24,722       (2021 - £18,776) were payable to the fund at the balance sheet date and are included in creditors.

Page 38
 
WENSLEYDALE W & G LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

32.


Commitments under operating leases

At 31 December 2022 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
2022
2021
£
£

Not later than 1 year
404,249
415,535

Later than 1 year and not later than 5 years
1,362,470
1,413,394

Later than 5 years
2,119,544
2,427,958

3,886,263
4,256,887

33.


Related party transactions

The Company has taken advantage of the exemption in section 33.1A of FRS102 from the requirement to disclose transactions with wholly owned members of the group.
Director / shareholders received dividends of £136,542 (2021 - £197,307).
The loan notes disclosed in notes 21 and 22 were due to certain of the Company's directors and were repaid in 2022.
The total remuneration, including amounts paid to settle share based payment arrangements, and pension contributions paid to key management personnel during the period was £403,757 (2021 - £242,837) and £23,666 (2021 - £27,438) respectively.


34.


Ultimate parent company and controlling party

The Company's immediate parent company at 31 December 2022 was Salvatio Holding Limited, incorporated in England, United Kingdom, whose registered office is 73 Cornhill, London, EC3V 3QQ. The Company's ultimate parent company is Systematic Group AB, incorporated in Sweden whose registered office is Riddargatan 7A, SE-114 35 Stockholm, Sweden..
The ultimate controlling party at 31 December 2022 was A Pouya by virtue of his shareholding in the ultimate parent company.

 
Page 39