Western Air Ducts (UK) Limited - Period Ending 2022-12-31

WESTERN AIR DUCTS (UK) LIMITED - Company Information

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Company registration number: 01387183

Western Air Ducts (UK) Limited

Filleted Annual Report and Financial Statements

for the Period from 1 December 2021 to 31 December 2022

Western Air Ducts (UK) Limited

Contents

Balance Sheet	1
Notes to the Financial Statements	2 to 11

Western Air Ducts (UK) Limited

(Registration number: 01387183)
Balance Sheet as at 31 December 2022

	Note	2022 £	2021 (Unaudited) £
Fixed assets
Intangible assets	4	415	415
Tangible assets	5	119,434	1,406,281
		119,849	1,406,696
Current assets
Stocks	6	334,742	144,235
Debtors	7	830,964	1,157,793
Cash at bank and in hand		515,476	296,209
		1,681,182	1,598,237
Creditors: Amounts falling due within one year	8	(451,820)	(491,846)
Net current assets		1,229,362	1,106,391
Total assets less current liabilities		1,349,211	2,513,087
Creditors: Amounts falling due after more than one year	8	-	(298,133)
Provisions for liabilities
Deferred tax liabilities		(29,796)	(74,579)
Net assets		1,319,415	2,140,375
Capital and reserves
Called up share capital		450	850
Capital redemption reserve		550	150
Profit and loss account		1,318,415	2,139,375
Total equity		1,319,415	2,140,375

These financial statements have been prepared and delivered in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006. The option not to file the profit and loss account and directors’ report has been taken.

Approved and authorised by the Board on 25 September 2023 and signed on its behalf by:

P K Johansson
Director

Western Air Ducts (UK) Limited

Notes to the Financial Statements
for the Period from 1 December 2021 to 31 December 2022

1	General information

The company is a private company limited by share capital, incorporated in England, United Kingdom.

The address of its registered office is:
Environment House
Imperial Way
Commerce Park
Frome
Somerset
BA11 2FD

2	Accounting policies

Summary of significant accounting policies and key accounting estimates

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

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A - 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006.
102.

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

The comparative period was a 12 month period ended 30 November 2021 and was unaudited.

These financial statements are presented in Sterling (£).

Going concern

The financial statements have been prepared on a going concern basis. The directors, having considered the financial position of the company for a period of at least twelve months from the date of signing these financial statements, have no reason to believe that a material uncertainty exists that may cast doubt about the ability of the company to continue as a going concern. In addition, the directors have obtained confirmation that, if required financial support will be provided by the wider group. Accordingly the directors have a reasonable expectation that the company will continue in operational existence and thus they adopt the going concern basis of accounting in preparing the financial statements.

Western Air Ducts (UK) Limited

Notes to the Financial Statements
for the Period from 1 December 2021 to 31 December 2022

Turnover recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of the supply of air ducts and associated products and services. Turnover is shown net of sales/value added tax, returns, rebates and discounts.

The company recognises revenue when:
The amount of revenue can be reliably measured;
it is probable that future economic benefits will flow to the entity;
and specific criteria have been met for each of the company's activities.

Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rate on the date when the fair value is re-measured.

Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

Tax

The tax expense for the period comprises current and deferred tax. Tax is recognised in the profit and loss account, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company operates and generates taxable income.

Deferred tax is recognised on timing differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements and on unused tax losses or tax credits in the company. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

Deferred tax liabilities are presented within provisions for liabilities on the balance sheet.

Tangible assets

Tangible assets are stated at cost, less accumulated depreciation and accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Western Air Ducts (UK) Limited

Notes to the Financial Statements
for the Period from 1 December 2021 to 31 December 2022

Depreciation of tangible assets

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class	Depreciation method and rate
Freehold land and buildings	2% straight line
Plant and machinery	7 years straight line
Fixtures and fittings	3 years straight line
Motor vehicles	5 years straight line

The previous depreciation rates applied for the first 6 months were as follows:

Freehold land and buildings - 2% straight line
Plant and machinery - 25% reducing balance
Fixtures and fittings - 25% reducing balance
Motor vehicles - 25% reducing balance

The change is not considered to have had a material impact on the financial statements.

Intangible assets

Separately acquired trademarks and licences are shown at historical cost.

Trademarks, licences (including software) and customer-related intangible assets acquired in a business combination are recognised at fair value at the acquisition date.

Trademarks, licences and customer-related intangible assets have a finite useful life and are carried at cost less accumulated amortisation and any accumulated impairment losses.

Amortisation

Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:

Asset class	Amortisation method and rate
Patents and trademarks	Straight line over 10 years
Development costs	Straight line over 4 years

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.

Western Air Ducts (UK) Limited

Notes to the Financial Statements
for the Period from 1 December 2021 to 31 December 2022

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first-in, first-out (FIFO) method.

The cost of finished goods and work in progress comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. At each reporting date, stocks are assessed for impairment. If stocks are impaired, the carrying amount is reduced to its selling price less costs to complete and sell; the impairment loss is recognised immediately in profit or loss.

Creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the Profit and Loss Account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Assets held under hire purchase agreements are capitalised as tangible fixed assets with the future obligation being recognised as a liability. Finance costs are recognised in the Profit and Loss Account calculated at a constant periodic rate of interest over the term of the liability.

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Dividends

Dividend distribution to the company’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.

Western Air Ducts (UK) Limited

Notes to the Financial Statements
for the Period from 1 December 2021 to 31 December 2022

Defined contribution pension obligation

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

The contributions are recognised as an expense in the profit and loss account 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 company in independently administered funds.

3	Staff numbers

The average number of persons employed by the company (including directors) during the period was 22 (2021 - 21).

4	Intangible assets

	Trademarks, patents and licenses £	Internally generated software development costs £	Total £
Cost or valuation
At 1 December 2021	4,150	116,607	120,757
At 31 December 2022	4,150	116,607	120,757
Amortisation
At 1 December 2021	3,735	116,607	120,342
At 31 December 2022	3,735	116,607	120,342
Carrying amount
At 31 December 2022	415	-	415
At 30 November 2021	415	-	415

Western Air Ducts (UK) Limited

Notes to the Financial Statements
for the Period from 1 December 2021 to 31 December 2022

5	Tangible assets

	Land and buildings £	Furniture, fittings and equipment £	Motor vehicles £	Plant and machinery £	Total £
Cost or valuation
At 1 December 2021	1,315,182	72,187	278,664	212,477	1,878,510
Additions	-	809	27,007	-	27,816
Disposals	(1,315,182)	-	(39,686)	(97,507)	(1,452,375)
At 31 December 2022	-	72,996	265,985	114,970	453,951
Depreciation
At 1 December 2021	88,355	41,383	152,113	190,378	472,229
Charge for the period	11,052	25,661	44,793	8,734	90,240
Eliminated on disposal	(99,407)	-	(31,038)	(97,507)	(227,952)
At 31 December 2022	-	67,044	165,868	101,605	334,517
Carrying amount
At 31 December 2022	-	5,952	100,117	13,365	119,434
At 30 November 2021	1,226,827	30,804	126,551	22,099	1,406,281

Included within the net book value of land and buildings above is £Nil (2021 - £1,226,827) in respect of freehold land and buildings.

Stocks

	2022 £	2021 £
Stocks	334,742	144,235

Debtors

	2022 £	2021 £
Trade debtors	741,780	1,143,005
Other debtors	7,500	7,500
Prepayments	81,684	7,288
	830,964	1,157,793

Western Air Ducts (UK) Limited

Notes to the Financial Statements
for the Period from 1 December 2021 to 31 December 2022

Creditors

Creditors: amounts falling due within one year

	Note	2022 £	2021 £
Loans and borrowings	9	-	23,837
Trade creditors		196,126	89,221
Taxation and social security		59,924	154,374
Corporation tax		170,028	202,793
Other creditors		25,742	21,621
		451,820	491,846
Due after one year
Loans and borrowings	9	-	298,133

Creditors: amounts falling due after more than one year

	Note	2022 £	2021 £
Due after one year
Loans and borrowings	9	-	298,133

	2022 £	2021 £
Due after more than five years
After more than five years by instalments	-	196,299


	-	-

Western Air Ducts (UK) Limited

Notes to the Financial Statements
for the Period from 1 December 2021 to 31 December 2022

9	Loans and borrowings

	2022 £	2021 £
Current loans and borrowings
Bank borrowings	-	23,837

	2022 £	2021 £
Non-current loans and borrowings
Bank borrowings	-	298,133

Bank borrowings

During the year the company's bank loans, which were secured by a debenture and a charge over its freehold property, were settled in full.

Loans and borrowings due in greater than five years

Included in the loans and borrowings are the following amounts due after more than five years:

	2022 £	2021 £
After more than five years by instalments	-	196,299

10	Financial commitments, guarantees and contingencies

Amounts not provided for in the balance sheet

The total amount of financial commitments not included in the balance sheet is £349,027 (2021 - £146,262).

Western Air Ducts (UK) Limited

Notes to the Financial Statements
for the Period from 1 December 2021 to 31 December 2022

11	Related party transactions

Transactions with directors

2021	At 1 December 2020 £	Advances to director £	Repayments by director £	At 30 November 2021 £
C J S Lintern
Loan account, interest charged at official rates, repayable on demand	99,516	41,000	(140,516)	-

During the year the property was distributed by a dividend in species to a director for its accepted market value.

12	Parent and ultimate parent undertaking

During the year the company's entire share capital was acquired by Peerless Europe Limited, incorporated in England. The most senior parent entity producing publicly available consolidated financial statements is Peerless Europe Limited. These financial statements are available upon request from Companies House,
Crown Way, Cardiff, CF14 3UZ

The ultimate parent entity is CECO Environmental Corp., incorporated in the US.

13	Audit Report

The Independent Auditor's Report was qualified. The name of the Senior Statutory Auditor who signed the audit report on 27 September 2023 was Christopher Walford ACA, who signed for and on behalf of Albert Goodman LLP.

Basis for qualified opinion
Due to not being appointed auditors until March 2023, we were not able to observe the counting of physical stock at the year end date. We were unable to satisfy ourselves by alternative means concerning the stock quantities held at 30 November 2021, which are included in the prior year balance sheet and opening stock in the current year profit and loss account at £144,235 by other audit procedures. We were also unable to attend the stock count for the 31 December 2022 which are included in the closing stock within the balance sheet at £334,742. Consequently we were unable to determine whether any adjustment to this amount was necessary.

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 auditor responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial
statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our qualified opinion.

Western Air Ducts (UK) Limited

Notes to the Financial Statements
for the Period from 1 December 2021 to 31 December 2022

Other matters
In forming our opinion on the financial statements, which is not modified, we note the prior period financial statements were not audited. Consequently, International Standards on Auditing (UK & Ireland) require the auditor to state that the corresponding figures contained within these financial statements are unaudited.