Fernco Limited - Limited company accounts 23.2

Fernco Limited - Limited company accounts 23.2


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REGISTERED NUMBER: 02450903 (England and Wales)









Group Strategic Report, Report of the Directors and

Consolidated Financial Statements for the Year Ended 31 December 2022

for

Fernco Limited

Fernco Limited (Registered number: 02450903)






Contents of the Consolidated Financial Statements
for the Year Ended 31 December 2022




Page

Company Information 1

Group Strategic Report 2

Report of the Directors 4

Report of the Independent Auditors 6

Consolidated Income Statement 9

Consolidated Other Comprehensive Income 10

Consolidated Balance Sheet 11

Company Balance Sheet 12

Consolidated Statement of Changes in Equity 13

Company Statement of Changes in Equity 14

Consolidated Cash Flow Statement 15

Notes to the Consolidated Cash Flow Statement 16

Notes to the Consolidated Financial Statements 17


Fernco Limited

Company Information
for the Year Ended 31 December 2022







DIRECTORS: Mr C Cooper
Mr L A Pashley
Mr A J Williams





SECRETARY: Mr A J Williams





REGISTERED OFFICE: Endeavour Works
Newlands Way, Valley Park
Wombwell
Barnsley
S73 0UW





REGISTERED NUMBER: 02450903 (England and Wales)





AUDITORS: Harts Limited
Chartered Accountants and Statutory Auditors
Westminster House
10 Westminster Road
Macclesfield
Cheshire
SK10 1BX

Fernco Limited (Registered number: 02450903)

Group Strategic Report
for the Year Ended 31 December 2022

The directors present their strategic report of the company and the group for the year ended 31 December 2022.

Flexseal are a 30 year old group that designs, manufactures and supplies the most comprehensive range of drainage connections and water management solutions in the marketplace. With European subsidiary companies the group lead the global market by supplying infrastructure projects across the world.

The group's market focused approach brings innovation and customer service to the core of our culture and underpins the Flexseal brand as a market leader. Flexseal and its people are committed to adding value throughout its entire supply chain and use its product and service innovations to do so. Our aim is to grow our companies and all the business that we come into contact with. We focus heavily in developing a culture that nurtures and develops our people to achieve this.

REVIEW OF BUSINESS
The group has performed well, turnover increasing by 6% on 2022, Gross Profit improving, however even though costs, where possible, have been controlled, Operating Profit Margin has been effected by inflationary pressures.

KEY PERFORMANCE INDICATORS
The key financial performance indicators from continuing operations during the year were as follows:




2022 2021
£'000 £'000
Turnover 21,940 20,740
Gross Profit 8,949 8,414
Gross Profit (%) 40.8% 40.6%
Operating profit 2,372 2,556
Operating profit margin (%) 10.8% 12.3%

PRINCIPAL RISKS AND UNCERTAINTIES
The group continues to face challenging circumstances due to a combination of common risks. The current rate of inflation is causing issues with exchange rates, interest rates and general spending. The risks that all UK companies are facing relating to the change of Government are also to be considered.

There is also huge uncertainty around the world economy. World inflation, energy prices, and supply chain issues are all contributing to uncertainties in Fernco's market place. There appears to be a new culture encouraging less spending in order to mitigate the risks over these global uncertainties and this is to be considered by the group when publishing budgets for the new year and forecasting the short to long-term future. The directors have initiated cost saving measures and repositioned resources to minimise the ongoing effect of these challenges.

The group faces continuing uncertainty and risk as a result of the UK leaving the EU and all that potentially entails. The impact on exchange rates has already and will continue, to affect the trading position of the company. The group has taken all measures it can to try to mitigate any risk arising from the UK leaving the EU.

The group is also exposed to global supply demand and price fluctuation increases, which, like other risks, the company has put a strategy in place to minimise its impact.

FUTURE DEVELOPMENTS
The Group is heavily focussed on future investment in plant and machinery, technology and recruitment to facilitate increased turnover and to expand market share.

Fernco plans to focus on new products & innovation in the next year.


Fernco Limited (Registered number: 02450903)

Group Strategic Report
for the Year Ended 31 December 2022

RESEARCH AND DEVELOPMENT ACTIVITIES
We continue to investigate and develop innovations for our world wide market.

ON BEHALF OF THE BOARD:





Mr A J Williams - Director


28 September 2023

Fernco Limited (Registered number: 02450903)

Report of the Directors
for the Year Ended 31 December 2022

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

PRINCIPAL ACTIVITY
The principal activity of the group in the year under review was that of design and manufacture of flexible couplings.

DIVIDENDS
No dividends will be distributed for the year ended 31 December 2022.

FUTURE DEVELOPMENTS
This information is included within the strategic report.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 January 2022 to the date of this report.

Mr C Cooper
Mr L A Pashley
Mr A J Williams

FINANCIAL INSTRUMENTS
The Company is exposed to foreign exchange fluctuations in respect of its loan taken out to purchase the building.

GOING CONCERN
In determining whether the Group and Company's annual financial statements can be prepared on a going concern basis, the Directors have considered the Company's business activities, together with the factors likely to affect its future development, performance and position. The review also includes the financial position of the Company and the wider Group that the Company is part of, their short term and long term cash flows, liquidity position and borrowing facilities.

The Directors confirm that, after due consideration they have a reasonable expectation that the Group and Company has adequate resources to continue in business for at least 12 months from the date of signing the financial statements. Accordingly, the annual report and financial statements for the year ended 31 December 2022 have been prepared on the going concern basis.

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

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

- select suitable accounting policies and then apply them consistently;
- make judgements and accounting estimates that are reasonable and prudent;
- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

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

Fernco Limited (Registered number: 02450903)

Report of the Directors
for the Year Ended 31 December 2022


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

AUDITORS
The auditors, Harts Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





Mr A J Williams - Director


28 September 2023

Report of the Independent Auditors to the Members of
Fernco Limited

Opinion
We have audited the financial statements of Fernco Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2022 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:
-give a true and fair view of the state of the group's and of the parent company affairs as at 31 December 2022 and of the group's profit for the year then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

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

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

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

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

Other information
The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Report of the Independent Auditors to the Members of
Fernco Limited


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 Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
- the parent company financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

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

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

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

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

The objectives of our audit, in respect to fraud, are: to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses; and to respond appropriately to fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.

Our approach was as follows:

We obtained an understanding of the legal and regulatory frameworks that are applicable to the Group and Company and determined that the most significant are the Companies Act 2006, ISO 9001:2015, ISO 14001:2015, The Producer Responsibility Obligations Regulations 2007, The Packaging Regulations 2015, The Environmental Permitting Regulations 2016 and country specific certification schemes industry standards.

We understood how Fernco Limited is complying with those frameworks by making inquiries of management and the QHSE Manager who is responsible for company legislation and certification procedures.

We corroborated our enquiries through discussion with A Williams, the Finance Director to identify any non-compliance with laws and regulations.

We assessed the susceptibility of the Group and Company's financial statements to material misstatement, including how fraud might occur by discussion with directors to understand where its considered there was a susceptibility to fraud. We considered the controls that the Group and Company have established to address risks identified, or that otherwise prevent, deter and detect fraud.
To address the risk of fraud through management bias and override of controls, we performed analytical procedures to identify and unusual or unexpected relationships; investigated the rationale behind significant or unusual transactions; and tested journal entries to identify unusual transactions.


Report of the Independent Auditors to the Members of
Fernco Limited

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations enquiry of the directors and other management and inspection of regulatory and legal correspondence, if any. Material misstatement that arises due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations that could materially impact the financial statements. Taking into accounts our understanding of the Group and Company, our procedures involved enquires of management and focussed testing as appropriate with consideration to risk assessment.

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 Report of the Auditors.

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 a Report of the Auditors 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.




Melissa Bowers FCCA (Senior Statutory Auditor)
for and on behalf of Harts Limited
Chartered Accountants and Statutory Auditors
Westminster House
10 Westminster Road
Macclesfield
Cheshire
SK10 1BX

28 September 2023

Fernco Limited (Registered number: 02450903)

Consolidated Income Statement
for the Year Ended 31 December 2022

31.12.22 31.12.21
Notes £    £   

TURNOVER 3 21,939,619 20,740,399

Cost of sales (12,990,826 ) (12,326,660 )
GROSS PROFIT 8,948,793 8,413,739

Administrative expenses (6,819,486 ) (5,940,795 )
2,129,307 2,472,944

Other operating income 4 242,374 82,873
OPERATING PROFIT 7 2,371,681 2,555,817

Miscellaneous income 8 - 146,025
2,371,681 2,701,842

Interest receivable and similar income 125,969 26,487
2,497,650 2,728,329

Interest payable and similar expenses 9 (31,424 ) (28,978 )
PROFIT BEFORE TAXATION 2,466,226 2,699,351

Tax on profit 10 (443,543 ) (731,867 )
PROFIT FOR THE FINANCIAL YEAR 2,022,683 1,967,484
Profit attributable to:
Owners of the parent 2,022,683 1,967,484

Fernco Limited (Registered number: 02450903)

Consolidated Other Comprehensive Income
for the Year Ended 31 December 2022

31.12.22 31.12.21
Notes £    £   

PROFIT FOR THE YEAR 2,022,683 1,967,484


OTHER COMPREHENSIVE INCOME
Foreign currency translation (74,843 ) (21,588 )
Income tax relating to other comprehensive
income

-

-
OTHER COMPREHENSIVE INCOME FOR THE
YEAR, NET OF INCOME TAX

(74,843

)

(21,588

)
TOTAL COMPREHENSIVE INCOME FOR THE
YEAR

1,947,840

1,945,896

Total comprehensive income attributable to:
Owners of the parent 1,947,840 1,945,896

Fernco Limited (Registered number: 02450903)

Consolidated Balance Sheet
31 December 2022

31.12.22 31.12.21
Notes £    £   
FIXED ASSETS
Intangible assets 12 48,457 55,940
Tangible assets 13 3,960,029 3,490,452
Investments 14 - -
4,008,486 3,546,392

CURRENT ASSETS
Stocks 15 5,462,087 4,166,740
Debtors 16 4,402,355 4,905,640
Cash at bank and in hand 1,530,681 1,484,257
11,395,123 10,556,637
CREDITORS
Amounts falling due within one year 17 (3,186,419 ) (4,050,052 )
NET CURRENT ASSETS 8,208,704 6,506,585
TOTAL ASSETS LESS CURRENT LIABILITIES 12,217,190 10,052,977

CREDITORS
Amounts falling due after more than one
year

18

(109,762

)

-

PROVISIONS FOR LIABILITIES 22 (286,305 ) (179,694 )
NET ASSETS 11,821,123 9,873,283

CAPITAL AND RESERVES
Called up share capital 23 18,400 18,400
Retained earnings 24 11,802,723 9,854,883
SHAREHOLDERS' FUNDS 11,821,123 9,873,283

The financial statements were approved by the Board of Directors and authorised for issue on 28 September 2023 and were signed on its behalf by:





Mr A J Williams - Director


Fernco Limited (Registered number: 02450903)

Company Balance Sheet
31 December 2022

31.12.22 31.12.21
Notes £    £   
FIXED ASSETS
Intangible assets 12 25,908 29,666
Tangible assets 13 2,864,343 2,527,617
Investments 14 181,283 181,283
3,071,534 2,738,566

CURRENT ASSETS
Stocks 15 2,673,190 2,205,947
Debtors 16 6,332,497 6,805,825
Cash at bank 415,026 685,979
9,420,713 9,697,751
CREDITORS
Amounts falling due within one year 17 (2,065,249 ) (3,078,665 )
NET CURRENT ASSETS 7,355,464 6,619,086
TOTAL ASSETS LESS CURRENT LIABILITIES 10,426,998 9,357,652

CREDITORS
Amounts falling due after more than one
year

18

(109,762

)

-

PROVISIONS FOR LIABILITIES 22 (236,105 ) (162,441 )
NET ASSETS 10,081,131 9,195,211

CAPITAL AND RESERVES
Called up share capital 23 18,400 18,400
Retained earnings 24 10,062,731 9,176,811
SHAREHOLDERS' FUNDS 10,081,131 9,195,211

Company's profit for the financial year 885,920 1,194,205

The financial statements were approved by the Board of Directors and authorised for issue on 28 September 2023 and were signed on its behalf by:





Mr A J Williams - Director


Fernco Limited (Registered number: 02450903)

Consolidated Statement of Changes in Equity
for the Year Ended 31 December 2022

Called up
share Retained Total
capital earnings equity
£    £    £   

Balance at 1 January 2021 18,400 7,908,987 7,927,387

Changes in equity
Total comprehensive income - 1,945,896 1,945,896
Balance at 31 December 2021 18,400 9,854,883 9,873,283

Changes in equity
Total comprehensive income - 1,947,840 1,947,840
Balance at 31 December 2022 18,400 11,802,723 11,821,123

Fernco Limited (Registered number: 02450903)

Company Statement of Changes in Equity
for the Year Ended 31 December 2022

Called up
share Retained Total
capital earnings equity
£    £    £   

Balance at 1 January 2021 18,400 7,982,606 8,001,006

Changes in equity
Total comprehensive income - 1,194,205 1,194,205
Balance at 31 December 2021 18,400 9,176,811 9,195,211

Changes in equity
Total comprehensive income - 885,920 885,920
Balance at 31 December 2022 18,400 10,062,731 10,081,131

Fernco Limited (Registered number: 02450903)

Consolidated Cash Flow Statement
for the Year Ended 31 December 2022

31.12.22 31.12.21
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 1,165,056 759,959
Interest paid (31,424 ) (28,978 )
Tax paid (462,853 ) (196,855 )
Net cash from operating activities 670,779 534,126

Cash flows from investing activities
Purchase of intangible fixed assets (8,107 ) -
Purchase of tangible fixed assets (793,069 ) (677,388 )
Sale of intangible fixed assets - 109
Sales of tangible fixed assets 15,438 7,014
Interest received 125,969 26,487
Net cash from investing activities (659,769 ) (643,778 )

Cash flows from financing activities
New loans in year 129,212 -
Loan repayments in year (18,956 ) (148,550 )
Foreign currency movement (74,842 ) (21,589 )
Net cash from financing activities 35,414 (170,139 )

Increase/(decrease) in cash and cash equivalents 46,424 (279,791 )
Cash and cash equivalents at beginning of
year

2

1,484,257

1,764,048

Cash and cash equivalents at end of year 2 1,530,681 1,484,257

Fernco Limited (Registered number: 02450903)

Notes to the Consolidated Cash Flow Statement
for the Year Ended 31 December 2022

1. RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS
31.12.22 31.12.21
£    £   
Profit before taxation 2,466,226 2,699,351
Depreciation charges 375,538 316,734
(Profit)/loss on disposal of fixed assets (6,188 ) 234
Foreign currency movement (45,707 ) 50,310
Finance costs 31,424 28,978
Finance income (125,969 ) (26,487 )
2,695,324 3,069,120
Increase in stocks (1,295,347 ) (1,549,028 )
Decrease/(increase) in trade and other debtors 503,285 (343,783 )
Decrease in trade and other creditors (738,206 ) (416,350 )
Cash generated from operations 1,165,056 759,959

2. CASH AND CASH EQUIVALENTS

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

Year ended 31 December 2022
31.12.22 1.1.22
£    £   
Cash and cash equivalents 1,530,681 1,484,257
Year ended 31 December 2021
31.12.21 1.1.21
£    £   
Cash and cash equivalents 1,484,257 1,764,048


3. ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.22 Cash flow At 31.12.22
£    £    £   
Net cash
Cash at bank and in hand 1,484,257 46,424 1,530,681
1,484,257 46,424 1,530,681
Debt
Finance leases - (129,212 ) (129,212 )
Debts falling due within 1 year (126,482 ) 57,529 (68,953 )
(126,482 ) (71,683 ) (198,165 )
Total 1,357,775 (25,259 ) 1,332,516

Fernco Limited (Registered number: 02450903)

Notes to the Consolidated Financial Statements
for the Year Ended 31 December 2022

1. STATUTORY INFORMATION

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

2. ACCOUNTING POLICIES

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

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 statement of financial position, 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 profit and loss account from the date on which control is obtained. They are deconsolidated from the date control ceases.

In accordance with the transitional exemption available in FRS 102, the group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102, being 01 January 2015.

Going Concern
In determining whether the Group and Company's annual financial statements can be prepared on a going concern basis, the Directors have considered the Company's business activities, together with the factors likely to affect its future development, performance and position. The review also includes the financial position of the Company and the wider Group that the Company is part of, their short term and long term cash flows, liquidity position and borrowing facilities.

The Directors confirm that, after due consideration they have a reasonable expectation that the Group and Company has adequate resources to continue in business for at least 12 months from the date of signing the financial statements. Accordingly, the annual report and financial statements for the year ended 31 December 2022 have been prepared on the going concern basis.

Turnover
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership have transferred to the buyer, usually on despatch of the goods; the amount of revenue can be measured reliably; it is probable that the associated economic benefits with flow to the entity and the costs incurred or to be incurred in respect of the transactions can be measured reliably.

Intangible assets
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Patents and licences are being amortised evenly over their estimated useful life of five years.

Computer software is being amortised evenly over its estimated useful life of five years.

Fernco Limited (Registered number: 02450903)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2022

2. ACCOUNTING POLICIES - continued

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off the cost less estimated residual value of each asset over its estimated useful life.
Freehold property - 2% on cost
Plant and machinery - 10% on cost
Fixtures and fittings - 33% on cost, 25% on cost and 20% on cost
Motor vehicles - 25% on reducing balance and 10% on cost

Tangible assets is stated in the statement of financial position at cost, less any subsequent accumulated
depreciation and subsequent accumulated impairment losses. The land element in freehold property is not
depreciated.

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 reporting 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 profit or loss.

Financial instruments
A financial asset or a financial liability is recognised only when the company becomes a party to the contractual provisions of the instrument.

Basic financial instruments are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. Debt instruments are subsequently measured at amortised cost.

Where investments in non-convertible preference shares and non-puttable ordinary shares or preferences shares are publicly traded or their fair value can otherwise be measured reliably, the investment is subsequently measured at fair value with changes in fair value recognised in profit or loss. All other such investments are subsequently measured at cost less impairment.

Other financial instruments, including derivatives, are initially recognised at fair value, unless payment for an asset is deferred beyond normal business terms or financed at a rate of interest that is not a market rate, in which case the asset is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

Other financial instruments are subsequently measured at fair value, with any changes recognised in profit or loss, with the exception of hedging instruments in a designated hedging relationship.

Financial assets that are measured at cost or amortised cost are reviewed for objective evidence of impairment at the end of each reporting date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss immediately.

For all equity instruments, regardless of significance, and other financial assets that are individually significant, these are assessed individually for impairment. Other financial assets are either assessed individually or grouped on the basis of similar credit risk characteristics.

Any reversals of impairment are recognised in profit or loss immediately, to the extent that the reversal does not result in a carrying amount of the financial asset that exceeds what the carrying amount would have been had the impairment not previously been recognised.


Fernco Limited (Registered number: 02450903)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2022

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

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

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

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end 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 balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Provisions for liabilities
Provisions are recognised when the entity has an obligation at the reporting date as a result of a past event, it is probable that the entity will be required to transfer economic benefits in settlement and the amount of the obligation can be estimated reliably. Provisions are recognised as a liability in the statement of financial position and the amount of the provision as an expense.

Provisions are initially measured at the best estimate of the amount required to settle the obligation at the reporting date and subsequently reviewed at each reporting date and adjusted to reflect the current best estimate of the amount that would be required to settle the obligation. Any adjustments to the amounts previously recognised are recognised in profit or loss unless the provision was originally recognised as part of the cost of an asset. When a provision is measured at the present value of the amount expected to be required to settle the obligation, the unwinding of the discount is recognised in finance costs in profit or loss in the period it arises.

Investments in subsidiaries

Fixed asset investments are initially recorded at cost, and subsequently stated at cost less any accumulated impairment losses. Listed investments are measured at fair value with changes in fair value being recognised in profit or loss.

A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date.

When it is not possible to estimate the recoverable amount of an individual asset, an estimate is made of the recoverable amount of the cash-generating unit to which the asset belongs. The cash- generating unit is the smallest identifiable group of assets that includes the asset and generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets.

Operating leases
Lease payments are recognised as an expense over the lease term on a straight-line basis. The aggregate benefit of lease incentives is recognised as a reduction to expense over the lease term, on a straight-line basis.

Fernco Limited (Registered number: 02450903)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2022

2. ACCOUNTING POLICIES - continued

Pensions
Contributions to defined contribution plans are recognised as an expense in the period in which the related service is provided. Prepaid contributions are recognised as an asset to the extent that the prepayment will lead to a reduction in future payments or a cash refund.

When contributions are not expected to be settled wholly within 12 months of the end of the reporting date in which the employees render the related service, the liability is measured on discounted present value basis. The unwinding of the discount is recognised in finance costs in profit or loss in the period in which it arises.

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 profit and loss account when they fall due. Amounts not paid are shown in accruals as a liability in the statement of financial position. The assets of the plan are held separately from the Group in independently administered funds.

3. TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the group.

An analysis of turnover by geographical market is given below:

31.12.22 31.12.21
£    £   
United Kingdom 11,210,908 12,015,340
Europe 8,042,318 6,717,657
Rest of the world 2,686,393 2,007,402
21,939,619 20,740,399

4. OTHER OPERATING INCOME
31.12.22 31.12.21
£    £   
Other operating income 242,374 82,873

5. EMPLOYEES AND DIRECTORS
31.12.22 31.12.21
£    £   
Wages and salaries 4,499,902 4,034,231
Social security costs 592,643 462,621
Other pension costs 108,182 86,666
5,200,727 4,583,518

Fernco Limited (Registered number: 02450903)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2022

5. EMPLOYEES AND DIRECTORS - continued

The average number of employees during the year was as follows:
31.12.22 31.12.21

Production 41 42
Distribution 42 40
Administration 34 31
117 113

The average number of employees by undertakings that were proportionately consolidated during the year was 49 (2021 - 51 ) .

6. DIRECTORS' EMOLUMENTS
31.12.22 31.12.21
£    £   
Directors' remuneration 472,017 441,532

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes 5 5

Information regarding the highest paid director is as follows:
31.12.22 31.12.21
£    £   
Emoluments etc 146,999 136,000

7. OPERATING PROFIT

The operating profit is stated after charging:

31.12.20 31.12.20
£ £
Depreciation of tangible assets 295,341 270,684
Amortisation of intangible assets 23,749 25,801
Auditor's remuneration 34,350 39,860
Operating lease expense 24,063 35,275
(Profit)/Loss on sale of tangible fixed assets (6,954 ) -


8. EXCEPTIONAL ITEMS
31.12.22 31.12.21
£    £   
Miscellaneous income - 146,025

9. INTEREST PAYABLE AND SIMILAR EXPENSES
31.12.22 31.12.21
£    £   
Bank interest 30,562 28,978
HP Interest 862 -
31,424 28,978

Fernco Limited (Registered number: 02450903)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2022

10. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
31.12.22 31.12.21
£    £   
Current tax:
UK corporation tax 342,966 586,970
(Over) / under provision in
prior year (6,034 ) 33
Total current tax 336,932 587,003

Deferred tax:
Deferred tax 143,035 144,864
under/(over) provision in prior year (36,424 ) -
Total deferred tax 106,611 144,864

Tax on profit 443,543 731,867

UK corporation tax was charged at 19 %) in 2021.

Reconciliation of total tax charge included in profit and loss
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

31.12.22 31.12.21
£    £   
Profit before tax 2,466,226 2,699,351
Profit multiplied by the standard rate of corporation tax in the UK of 19 %
(2021 - 19 %)

468,583

512,877

Effects of:
Expenses not deductible for tax purposes (160,238 ) 222,395
Capital allowances in excess of depreciation (91,997 ) (153,168 )
Adjustments to tax charge in respect of previous periods (42,458 ) 13,331
Overseas tax losses 28,498 27,743
debt

Difference in tax rates 98,120 19,209
Deferred tax 143,035 99,658

Group Relief - (10,178 )


Total tax charge 443,543 731,867

Fernco Limited (Registered number: 02450903)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2022

10. TAXATION - continued

Tax effects relating to effects of other comprehensive income

31.12.22
Gross Tax Net
£    £    £   
Foreign currency translation (74,843 ) - (74,843 )

31.12.21
Gross Tax Net
£    £    £   
Foreign currency translation (21,588 ) - (21,588 )

11. INDIVIDUAL INCOME STATEMENT

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


12. INTANGIBLE FIXED ASSETS

Group
Patents
and Computer
licences software Totals
£    £    £   
COST
At 1 January 2022 197,605 54,423 252,028
Additions 8,107 - 8,107
Exchange differences - 6,663 6,663
At 31 December 2022 205,712 61,086 266,798
AMORTISATION
At 1 January 2022 167,065 29,023 196,088
Amortisation for year 12,739 7,914 20,653
Exchange differences - 1,600 1,600
At 31 December 2022 179,804 38,537 218,341
NET BOOK VALUE
At 31 December 2022 25,908 22,549 48,457
At 31 December 2021 30,540 25,400 55,940

Fernco Limited (Registered number: 02450903)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2022

12. INTANGIBLE FIXED ASSETS - continued

Company
Patents
and
licences
£   
COST
At 1 January 2022 196,312
Additions 9,400
At 31 December 2022 205,712
AMORTISATION
At 1 January 2022 166,646
Amortisation for year 13,158
At 31 December 2022 179,804
NET BOOK VALUE
At 31 December 2022 25,908
At 31 December 2021 29,666

13. TANGIBLE FIXED ASSETS

Group
Fixtures
Freehold Plant and and
property machinery fittings
£    £    £   
COST
At 1 January 2022 3,066,655 2,630,978 757,572
Additions - 563,547 80,545
Disposals - (18,422 ) -
Exchange differences 40,412 10,259 7,947
At 31 December 2022 3,107,067 3,186,362 846,064
DEPRECIATION
At 1 January 2022 1,139,645 1,270,648 558,042
Charge for year 53,046 213,083 72,130
Eliminated on disposal - (2,984 ) -
Exchange differences 12,657 3,442 1,875
At 31 December 2022 1,205,348 1,484,189 632,047
NET BOOK VALUE
At 31 December 2022 1,901,719 1,702,173 214,017
At 31 December 2021 1,927,010 1,360,330 199,530

Fernco Limited (Registered number: 02450903)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2022

13. TANGIBLE FIXED ASSETS - continued

Group

Motor Computer
vehicles equipment Totals
£    £    £   
COST
At 1 January 2022 10,246 1,546 6,466,997
Additions 148,977 - 793,069
Disposals - - (18,422 )
Exchange differences - - 58,618
At 31 December 2022 159,223 1,546 7,300,262
DEPRECIATION
At 1 January 2022 6,664 1,546 2,976,545
Charge for year 10,439 - 348,698
Eliminated on disposal - - (2,984 )
Exchange differences - - 17,974
At 31 December 2022 17,103 1,546 3,340,233
NET BOOK VALUE
At 31 December 2022 142,120 - 3,960,029
At 31 December 2021 3,582 - 3,490,452

Company
Fixtures
Freehold Plant and and Motor
property machinery fittings vehicles Totals
£    £    £    £    £   
COST
At 1 January 2022 2,265,999 2,245,697 512,809 - 5,024,505
Additions - 403,695 45,562 149,000 598,257
At 31 December 2022 2,265,999 2,649,392 558,371 149,000 5,622,762
DEPRECIATION
At 1 January 2022 891,917 1,173,155 431,816 - 2,496,888
Charge for year 39,301 162,274 49,893 10,063 261,531
At 31 December 2022 931,218 1,335,429 481,709 10,063 2,758,419
NET BOOK VALUE
At 31 December 2022 1,334,781 1,313,963 76,662 138,937 2,864,343
At 31 December 2021 1,374,082 1,072,542 80,993 - 2,527,617

Fernco Limited (Registered number: 02450903)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2022

14. FIXED ASSET INVESTMENTS

Company
Shares in
group
undertakings
£   
COST
At 1 January 2022
and 31 December 2022 181,283
NET BOOK VALUE
At 31 December 2022 181,283
At 31 December 2021 181,283

The group or the company's investments at the Balance Sheet date in the share capital of companies include the following:

Subsidiaries

Fernco GmbH
Registered office: Hessenring 31,37269 Eschwege, Germany
Nature of business: Manufacturing
%
Class of shares: holding
Ordinary 100.00
31.12.22 31.12.21
£    £   
Aggregate capital and reserves 2,086,043 1,343,960
Profit for the year 647,952 544,561

Fernco International Ltd
Registered office: Endeavor Works Newlands Way Valley Park, Wombwell, Barnsley, S Yorkshire, S73 0UW, United Kingdom
Nature of business: Dormant
%
Class of shares: holding
Ordinary 100.00
31.12.22 31.12.21
£    £   
Aggregate capital and reserves 1 1

Fernco SARL
Registered office: 1 Rue de la Haye, Le Dôme Roissy Pole, 93290 Tremblay EN, France
Nature of business: Manufacturing
%
Class of shares: holding
Ordinary 100.00
31.12.22 31.12.21
£    £   
Aggregate capital and reserves (2,385,149 ) (2,114,351 )
Loss for the year (149,990 ) (142,252 )

Fernco Limited (Registered number: 02450903)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2022

14. FIXED ASSET INVESTMENTS - continued

S1E Ltd
Registered office: Endeavor Works Newlands Way Valley Park, Wombwell, Barnsley, S Yorkshire, S73 0UW, United Kingdom
Nature of business: Manufacturing
%
Class of shares: holding
Ordinary 100.00
31.12.22 31.12.21
£    £   
Aggregate capital and reserves 227,943 173,353
Profit for the year 54,590 173,253

Fernco Environmental Ltd
Registered office: Westminster House, 10 Westminster Road, Macclesfield, Cheshire, United Kingdom, SK10 1BX
Nature of business: Dormant
%
Class of shares: holding
Ordinary 100.00
31.12.22 31.12.21
£    £   
Aggregate capital and reserves 100 100

Flex-Seal Couplings Limited
Registered office: Endeavor Works Newlands Way, Valley Park Wombwell, Barnsley, South Yorkshire, United Kingdom, S73 0UW
Nature of business: Dormant
%
Class of shares: holding
Ordinary 100.00
31.12.22 31.12.21
£    £   
Aggregate capital and reserves 100 100


15. STOCKS

Group Company
31.12.22 31.12.21 31.12.22 31.12.21
£    £    £    £   
Finished goods 1,884,859 1,843,494 366,059 860,155
Raw materials 3,577,228 2,323,246 2,307,131 1,345,792
5,462,087 4,166,740 2,673,190 2,205,947

Fernco Limited (Registered number: 02450903)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2022

16. DEBTORS

Group Company
31.12.22 31.12.21 31.12.22 31.12.21
£    £    £    £   
Amounts falling due within one year:
Trade debtors 3,808,917 3,756,812 3,356,015 3,302,120
Amounts owed by group undertakings - - 2,591,044 2,538,199
Other debtors 206,427 745,259 112,109 630,373
VAT - - - 89,976
Prepayments and accrued income 387,011 298,483 273,329 140,071
4,402,355 4,800,554 6,332,497 6,700,739

Amounts falling due after more than one year:
Trade debtors - 105,086 - 105,086

Aggregate amounts 4,402,355 4,905,640 6,332,497 6,805,825

Trade debtors due in more than one year represent that due from a previous subsidiary which has an applied discount of £28,348 (2021: £49,682) to obtain the net present value of the debt, in order to comply with FRS 102.

17. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
31.12.22 31.12.21 31.12.22 31.12.21
£    £    £    £   
Bank loans and overdrafts (see note 19) - 18,956 - -
Other loans (see note 19) 68,953 107,526 - -
Hire purchase contracts (see note 20) 19,450 - 19,450 -
Trade creditors 1,574,289 1,633,909 1,059,882 1,227,964
Amounts owed to group undertakings 158,559 1,029,125 158,559 1,005,270
Corporation tax 197,752 323,673 (18,798 ) 170,867
Social security and other taxes 151,124 101,330 61,795 78,486
VAT - - 10,201 -
Other creditors - 42,716 - -
Accruals and deferred income 1,016,292 792,817 774,160 596,078
3,186,419 4,050,052 2,065,249 3,078,665

The bank overdraft is secured by a debenture on all the assets of the company.

18. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

Group Company
31.12.22 31.12.21 31.12.22 31.12.21
£    £    £    £   
Hire purchase contracts (see note 20) 109,762 - 109,762 -

There is a legal charge over the freehold property.

Fernco Limited (Registered number: 02450903)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2022

19. LOANS

An analysis of the maturity of loans is given below:

Group
31.12.22 31.12.21
£    £   
Amounts falling due within one year or on demand:
Bank loans - 18,956
Other loans 68,953 107,526
68,953 126,482

20. LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Group
Hire purchase contracts
31.12.22 31.12.21
£    £   
Net obligations repayable:
Within one year 19,450 -
Between one and five years 109,762 -
129,212 -

Company
Hire purchase contracts
31.12.22 31.12.21
£    £   
Net obligations repayable:
Within one year 19,450 -
Between one and five years 109,762 -
129,212 -

The hire purchase creditor represents motor vehicles acquired under finance lease arrangements. Interest is payable as part of the monthly repayments at various rates. The Company also has the option to acquire these assets at the end of the respective lease terms and intends to exercise the option.

Group
Non-cancellable operating leases
31.12.22 31.12.21
£    £   
Within one year 250,433 111,774
Between one and five years 364,303 97,713
In more than five years 3,240 -
617,976 209,487

Fernco Limited (Registered number: 02450903)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2022

20. LEASING AGREEMENTS - continued

Company
Non-cancellable operating leases
31.12.22 31.12.21
£    £   
Within one year 107,000 84,461
Between one and five years 149,524 43,336
In more than five years 3,240 -
259,764 127,797

21. FINANCIAL INSTRUMENTS

Group Company
31.12.22 31.12.21 31.12.22 31.12.21
£    £    £    £   
Financial assets that are debt instruments
measured at amortised cost 4,217,007 4,704,466 4,502,071 6,575,778
4,217,007 4,704,466 4,502,071 6,575,778

Financial liabilities
Financial liabilities measured at amortised
cost (2,376,400 ) (2,929,541 ) (1,218,441 ) (2,233,234 )

Financial assets measured at fair value through profit and loss comprise financial instruments.

Financial assets measured at amortised cost comprise trade debtors, other debtors and amounts owed by group companies.

Financial liabilities measured at amortised cost comprise bank loans and overdrafts, trade creditors, other creditors and amounts owed to group companies.

22. PROVISIONS FOR LIABILITIES

Group Company
31.12.22 31.12.21 31.12.22 31.12.21
£    £    £    £   
Deferred tax 286,305 179,694 236,105 162,441

Group
Deferred
tax
£   
Balance at 1 January 2022 179,694
Provided during year 106,611
Balance at 31 December 2022 286,305

Fernco Limited (Registered number: 02450903)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2022

22. PROVISIONS FOR LIABILITIES - continued

Company
Deferred
tax
£   
Balance at 1 January 2022 162,441
Provided during year 73,664
Balance at 31 December 2022 236,105

23. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 31.12.22 31.12.21
value: £    £   
18,400 Ordinary £1 18,400 18,400

There are no restrictions on these shares.

24. RESERVES

Group
Retained
earnings
£   

At 1 January 2022 9,854,883
Profit for the year 2,022,683
Exchange differences (74,843 )
At 31 December 2022 11,802,723

Company
Retained
earnings
£   

At 1 January 2022 9,176,811
Profit for the year 885,920
At 31 December 2022 10,062,731


25. RELATED PARTY TRANSACTIONS

The Group traded with companies within the group headed by Fernco Inc, the ultimate parent undertaking.

The value of goods owing to Fernco Australia PTY at the year end was £nil (2021 - £nil).

The group also traded with Fernco Inc, the parent company; the amount owing to them was £197,745 (2021 - £1,498,504) at the year end and the amount owing by them was £36,532 (2021 - £21,213) at the year end.

Fernco Inc issued a management charge to the group of £322,966 (2021 - £274,083).

No dividend has been paid up to Fernco Inc from Fernco Limited (2021 - £nil) in the year.

Fernco Limited (Registered number: 02450903)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2022

26. ULTIMATE CONTROLLING PARTY

The ultimate controlling party is Fernco Inc.

Fernco Inc can be contacted at 300 S Dayton, Michigan, 4842, USA.

There is no one controlling interest of Fernco Inc.