ACCOUNTS - Final Accounts


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Registered number: 00154807









DUNCAN HOLDINGS LTD









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

 
DUNCAN HOLDINGS LTD
 
 
COMPANY INFORMATION


Directors
W A L Duncan 
J W Duncan 




Registered number
00154807



Registered office
Broadwater House
1 Mundells

Welwyn Garden City

Hertfordshire

AL7 1EU




Independent auditors
Hillier Hopkins LLP

249 Silbury Boulevard

Milton Keynes

Buckinghamshire

MK9 1NA





 
DUNCAN HOLDINGS LTD
 

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 - 14
Company Statement of Changes in Equity
 
15
Consolidated Statement of Cash Flows
 
16 - 17
Consolidated Analysis of Net Debt
 
18
Notes to the Financial Statements
 
19 - 39


 
DUNCAN HOLDINGS LTD
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022

Introduction
 
The principal activity of the Group during the year was the manufacture of printed paperboard carton packaging.     

Business review
 
Revenue grew 8% during the year under review, with sales of £9.0m (2021: £8.3m) despite difficulties in supply chain at the start of the year.
The business saw significant growth aided by the successful acquisition of Bridger Packaging in June 2021, which is now fully integrated into operations. Level of gross profit were increased in percentage terms by improved control of costs.     
The Group has taken steps to improve efficiency and responsiveness to keep ahead of the competition, monitoring the increasing costs of raw materials and energy.
The Directors believe that Duncan Holdings is well positioned to continuing grow after investing in business growth in the previous years.

Principal risks and uncertainties
 
The Board reviews the nature and extent of current and future risks as part of its ongoing corporate governance procedures. This statement is a summary of the principal risks and uncertainties.
UK economy – As its major market, UK economic activity dictates the general level of demand for the Group’s product. Any general fall in demand is somewhat mitigated by compensating effects on costs.
Supply chain – There were severe material shortages in the year combined with rising costs and freight charges. These challenges caused soaring material prices and longer lead times. Towards the end of the year the lead times started to improve, and it is expected this will continue in the new year. Better planning has also minimised any impact from Brexit.
Interest rate risk - This is considered a potential long-term risk. The increase in current interest rate would lead to higher debt servicing costs. The Group balances the cost and general level of risk through a mixture of fixed and floating rate loans.
Credit risk – This is considered a potential long-term risk. In the current economic condition, where costs keep raising, we are exposed to client’s performance and their ability to keep meeting their payments requirements.
Availability of adequate working capital – This has substantially improved the debt profile. Retention of the invoice discounting facility has provided headroom beyond foreseeable requirement, the long-term loans taken in the previous years have ensured the Group can now fully finance itself going forward.
Availability of suitable skilled staff – The Group has a policy of ongoing investment in training and development of its staff. The Group has also employed apprentices across all areas of production and implemented training programs to build the team of the future. Investment in technology and machinery continues to automate tasks where possible.

Page 1

 
DUNCAN HOLDINGS LTD
 

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

Financial key performance indicators
 
The directors consider the Key Performance Indicators of the Group consist of Gross Profit Percentage, Turnover Per Employee, and Return on Capital Employed.
Gross Profit Percentage – 40.4% (2021:  38.2%)
Turnover Per Employee - £150,210 (2021: £138,380)
Return on Capital Employed – 19.60% (2021: 10.35%)


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



................................................
J W Duncan
Director
Date: 29 September 2023

Page 2

 
DUNCAN HOLDINGS LTD
 
 
 
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 2006They 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 profit for the year, after taxation and minority interests, amounted to £713,481 (2021 - £68,981).

Dividends of £353,262 (2021: £184,700) were distributed for the year ended 31 December 2022.

Directors

The directors who served during the year were:

W A L Duncan 
J W Duncan 

Future developments

The Group will continue to seek to grow turnover and improve efficiencies. The company has extensively invested in technology and digitalisation projects across the business. The projects aim to improve customer service and reduce costs over the coming years.

Page 3

 
DUNCAN HOLDINGS LTD
 
 
 
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 and the Group'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 and the Group'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 auditorsHillier Hopkins LLPwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

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





................................................
J W Duncan
Director
Date: 29 September 2023

Page 4

 
DUNCAN HOLDINGS LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DUNCAN HOLDINGS LTD
 

Opinion


We have audited the financial statements of Duncan Holdings Ltd (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 policiesThe 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 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 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

 
DUNCAN HOLDINGS LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DUNCAN HOLDINGS LTD (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 ReportOur 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

 
DUNCAN HOLDINGS LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DUNCAN HOLDINGS LTD (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. 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:
the nature of the industry and sector, control environment and business performance including the remuneration incentives and pressures of key management;

the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management. We consider the results of our enquiries of management about their own identification and assessment of the risks of irregularities;

any matters we identified having obtained and reviewed the Group’s documentation of their policies and procedures relating to:
°identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance;
°detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;
°the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations;

the matters discussed among the audit engagement team and involving relevant internal specialists, regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.
 
As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud. 
We also obtained an understanding of the legal and regulatory frameworks that the Group operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. We focused on laws and regulations that could give rise to a material misstatement in the financial statements, including, but not limited to, the Companies Act 2006 and
Page 7

 
DUNCAN HOLDINGS LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DUNCAN HOLDINGS LTD (CONTINUED)


relevant tax legislation.
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 2006Our 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.





Neal Carter ACA (Senior Statutory Auditor)
for and on behalf of
Hillier Hopkins LLP
249 Silbury Boulevard
Milton Keynes
Buckinghamshire
MK9 1NA

29 September 2023
Page 8

 
DUNCAN HOLDINGS LTD
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2022

2022
2021
Note
£
£

  

Turnover
 4 
9,012,620
8,302,773

Cost of sales
  
(5,369,145)
(5,129,717)

Gross profit
  
3,643,475
3,173,056

Administrative expenses
  
(2,539,809)
(2,837,633)

Other operating income
 5 
74,315
207,031

Operating profit
 6 
1,177,981
542,454

Exceptional cost
 13 
815,077
(272,875)

Profit on ordinary activities before interest
  
1,993,058
269,579

Interest payable and similar expenses
 10 
(117,430)
(103,926)

Profit before taxation
  
1,875,628
165,653

Tax on profit
 11 
(517,815)
(88,522)

Profit for the financial year
  
1,357,813
77,131

Profit for the year attributable to:
  

Non-controlling interests
  
644,332
8,149

Owners of the parent Company
  
713,481
68,982

  
1,357,813
77,131

There was no other comprehensive income for 2022 (2021:£NIL).

The notes on pages 19 to 39 form part of these financial statements.

Page 9

 
DUNCAN HOLDINGS LTD
REGISTERED NUMBER: 00154807

CONSOLIDATED BALANCE SHEET
AS AT 31 DECEMBER 2022

2022
2021
Note
£
£

Fixed assets
  

Intangible assets
 14 
283,912
358,579

Tangible assets
 15 
4,949,708
4,978,129

  
5,233,620
5,336,708

Current assets
  

Stocks
 17 
539,816
846,465

Debtors: amounts falling due within one year
 18 
1,620,908
1,406,071

Cash at bank and in hand
 19 
1,299,465
535,732

  
3,460,189
2,788,268

Creditors: amounts falling due within one year
 20 
(2,672,440)
(2,886,176)

Net current assets/(liabilities)
  
 
 
787,749
 
 
(97,908)

Total assets less current liabilities
  
6,021,369
5,238,800

Creditors: amounts falling due after more than one year
 21 
(1,797,534)
(2,242,663)

Provisions for liabilities
  

Deferred taxation
 24 
(676,287)
(272,346)

Net assets
  
3,547,548
2,723,791


Capital and reserves
  

Called up share capital 
 25 
7,230
632,794

Revaluation reserve
 26 
1,015,157
1,015,157

Capital redemption reserve
 26 
656,638
31,074

Profit and loss account
 26 
1,351,042
1,036,617

Equity attributable to owners of the parent Company
  
3,030,067
2,715,642

Non-controlling interests
  
517,481
8,149

  
3,547,548
2,723,791


Page 10

 
DUNCAN HOLDINGS LTD
REGISTERED NUMBER: 00154807
    
CONSOLIDATED BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2022

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




................................................
J W Duncan
Director

Date: 29 September 2023

The notes on pages 19 to 39 form part of these financial statements.

Page 11

 
DUNCAN HOLDINGS LTD
REGISTERED NUMBER: 00154807

COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2022

2022
2021
Note
£
£

Fixed assets
  

Tangible assets
 15 
2,095,813
2,111,136

Investments
 16 
185,290
187,293

  
2,281,103
2,298,429

Current assets
  

Debtors: amounts falling due within one year
 18 
105,443
53,402

Cash at bank and in hand
 19 
1,756
93,326

  
107,199
146,728

Creditors: amounts falling due within one year
 20 
(396,594)
(165,446)

Net current liabilities
  
 
 
(289,395)
 
 
(18,718)

Total assets less current liabilities
  
1,991,708
2,279,711

  

  

Net assets
  
1,991,708
2,279,711


Capital and reserves
  

Called up share capital 
 25 
7,230
632,794

Revaluation reserve
 26 
716,128
716,128

Capital redemption reserve
 26 
656,638
31,074

Profit and loss account brought forward
  
899,715
825,702

Profit for the year
  
111,053
258,713

Other changes in the profit and loss account

  

(399,056)
(184,700)

Profit and loss account carried forward
  
611,712
899,715

  
1,991,708
2,279,711

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


................................................
J W Duncan
Director

Date: 29 September 2023

The notes on pages 19 to 39 form part of these financial statements.

Page 12

 

 
DUNCAN HOLDINGS LTD


 

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



Called up share capital
Capital redemption reserve
Revaluation reserve
Profit and loss account
Equity attributable to owners of parent Company
Non-controlling interests
Total equity


£
£
£
£
£
£
£


At 1 January 2022
632,794
31,074
1,015,157
1,036,617
2,715,642
8,149
2,723,791



Comprehensive income for the year


Profit for the year
-
-
-
713,481
713,481
644,332
1,357,813

Total comprehensive income for the year
-
-
-
713,481
713,481
644,332
1,357,813



Contributions by and distributions to owners


Dividends: Equity capital
-
-
-
(353,262)
(353,262)
(135,000)
(488,262)


Purchase of own shares
-
625,564
-
(45,794)
579,770
-
579,770


Shares redeemed during the year
(625,564)
-
-
-
(625,564)
-
(625,564)



Total transactions with owners
(625,564)
625,564
-
(399,056)
(399,056)
(135,000)
(534,056)



At 31 December 2022
7,230
656,638
1,015,157
1,351,042
3,030,067
517,481
3,547,548



The notes on pages 19 to 39 form part of these financial statements.

Page 13

 

 
DUNCAN HOLDINGS LTD


 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2021



Called up share capital
Capital redemption reserve
Revaluation reserve
Profit and loss account
Equity attributable to owners of parent Company
Non-controlling interests
Total equity


£
£
£
£
£
£
£


At 1 January 2021
663,868
-
1,015,157
1,064,421
2,743,446
-
2,743,446



Comprehensive income for the year


Profit for the year
-
-
-
68,982
68,982
8,149
77,131

Total comprehensive income for the year
-
-
-
68,982
68,982
8,149
77,131



Contributions by and distributions to owners


Dividends: Equity capital
-
-
-
(184,700)
(184,700)
-
(184,700)


Shares transfer (note 13)
-
-
-
87,914
87,914
-
87,914


Purchase of own shares
-
31,074
-
-
31,074
-
31,074


Shares redeemed during the year
(31,074)
-
-
-
(31,074)
-
(31,074)



Total transactions with owners
(31,074)
31,074
-
(96,786)
(96,786)
-
(96,786)



At 31 December 2021
632,794
31,074
1,015,157
1,036,617
2,715,642
8,149
2,723,791



The notes on pages 19 to 39 form part of these financial statements.

Page 14

 
DUNCAN HOLDINGS LTD
 

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


Called up share capital
Capital redemption reserve
Revaluation reserve
Profit and loss account
Total equity

£
£
£
£
£


At 1 January 2021
663,868
-
716,128
825,702
2,205,698


Comprehensive income for the year

Profit for the year
-
-
-
258,713
258,713
Total comprehensive income for the year
-
-
-
258,713
258,713


Contributions by and distributions to owners

Dividends: Equity capital
-
-
-
(184,700)
(184,700)

Purchase of own shares
-
31,074
-
-
31,074

Shares redeemed during the year
(31,074)
-
-
-
(31,074)


Total transactions with owners
(31,074)
31,074
-
(184,700)
(184,700)



At 1 January 2022
632,794
31,074
716,128
899,715
2,279,711


Comprehensive income for the year

Profit for the year
-
-
-
111,053
111,053
Total comprehensive income for the year
-
-
-
111,053
111,053


Contributions by and distributions to owners

Dividends: Equity capital
-
-
-
(353,262)
(353,262)

Purchase of own shares
-
625,564
-
(45,794)
579,770

Shares redeemed during the year
(625,564)
-
-
-
(625,564)


Total transactions with owners
(625,564)
625,564
-
(399,056)
(399,056)


At 31 December 2022
7,230
656,638
716,128
611,712
1,991,708


The notes on pages 19 to 39 form part of these financial statements.

Page 15

 
DUNCAN HOLDINGS LTD
 

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

2022
2021
£
£

Cash flows from operating activities

Profit for the financial year
1,357,813
77,131

Adjustments for:

Amortisation of intangible assets
106,667
68,852

Depreciation of tangible assets
426,113
407,043

Change in estimate - fixed assets
(815,077)
-

Loss on disposal of tangible assets
22,591
66,285

Government grants
(2,149)
(96,929)

Interest paid
117,430
103,926

Taxation charge
517,815
88,522

Decrease/(increase) in stocks
306,649
(460,868)

(Increase) in debtors
(214,837)
(206,246)

(Decrease)/increase in creditors
(276,951)
987,742

Corporation tax (paid)/received
(57,478)
-

Net cash generated from operating activities

1,488,586
1,035,458


Cash flows from investing activities

Purchase of intangible fixed assets
(32,000)
(323,920)

Purchase of tangible fixed assets
(103,548)
(842,636)

Sale of tangible fixed assets
516,342
172,666

Government grants received
2,149
96,929

Purchase of share in associates
-
(1,024,600)

HP interest paid
(11,630)
(13,029)

Net cash from investing activities

371,313
(1,934,590)

Cash flows from financing activities

Issue of ordinary shares
-
87,914

New secured loans
-
1,485,000

Repayment of loans
(377,442)
-

Repayment of/new finance leases
(104,019)
(127,693)

Movements on invoice discounting
(20,643)
20,809

Dividends paid
(353,262)
(184,700)

Interest paid
(105,800)
(90,897)

Dividends paid to non-controlling interests
(135,000)
-

Net cash used in financing activities
(1,096,166)
1,190,433

Net increase in cash and cash equivalents
763,733
291,301
Page 16

 
DUNCAN HOLDINGS LTD
 

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


2022
2021

£
£


Cash and cash equivalents at beginning of year
535,732
244,431

Cash and cash equivalents at the end of year
1,299,465
535,732


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
1,299,465
535,732

1,299,465
535,732


The notes on pages 19 to 39 form part of these financial statements.

Page 17

 
DUNCAN HOLDINGS LTD
 

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

535,732

763,733

1,299,465

Debt due after 1 year

(1,866,527)

276,901

(1,589,626)

Debt due within 1 year

(425,899)

(246,507)

(672,406)

Finance leases

(381,526)

104,019

(277,507)


(2,138,220)
898,146
(1,240,074)

The notes on pages 19 to 39 form part of these financial statements.

Page 18

 
DUNCAN HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

1.


General information

The Company is a private limited company, incorporated in England & Wales and limited by shares. The principal activity of the Group during the year was printing and packaging. The address of the registered office is Broadwater House, 1 Mundells, Welwyn Garden City, Hertfordshire, AL7 1EU. 
The financial statements are presented in sterling which is the functional currency of the company and rounded to the nearest £.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

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.

Page 19

 
DUNCAN HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.3

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.

 
2.4

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

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.

 
2.5

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 profit or loss 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.

Page 20

 
DUNCAN HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.6

Finance costs

Finance costs are charged to profit or loss 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.

 
2.7

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

 
2.8

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 profit or loss 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.

 
2.9

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss 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; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

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.

 
2.10

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 21

 
DUNCAN HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.11

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.

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. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 The estimated useful lives range as follows:

Computer Software
-
3 years straight line
Goodwill
-
5-10 years

 
2.12

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.

Page 22

 
DUNCAN HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)


2.12
Tangible fixed assets (continued)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Freehold property
-
Straight line over 50 years
Leashold improvements
-
Depreciated over the lease term of the property
Plant and machinery
-
Straight line over 5 - 20 years
Motor vehicles
-
Straight line over 4 - 5 years
Fixtures and fittings
-
Straight line over 5 - 20 years
Computer equipment
-
Straight line over 3 years

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 profit or loss.

During the year the Group reviewed the residual values of tangible fixed assets and an external
valuation was obtained. The assets were found to have a higher residual value than had been
previously estimated and as a result of the change in accounting estimate, depreciation of £815,077 on plant and machinery was reversed. 

 
2.13

Revaluation of tangible fixed assets

Individual freehold and leasehold properties are carried at current year value at fair value at the date of the revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. Revaluations are undertaken with sufficient regularity to ensure the carrying amount does not differ materially from that which would be determined using fair value at the balance sheet date.
Fair values are determined from market based evidence normally undertaken by professionally qualified valuers.

Revaluation gains and losses are recognised in other comprehensive income unless losses exceed the previously recognised gains or reflect a clear consumption of economic benefits, in which case the excess losses are recognised in profit or loss.

 
2.14

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Page 23

 
DUNCAN HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.15

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 profit or loss.

 
2.16

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.17

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.

 
2.18

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.19

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 profit or loss 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.

 
2.20

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 and investments in ordinary shares.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found,
Page 24

 
DUNCAN HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)


2.20
Financial instruments (continued)

an impairment loss is recognised in the Consolidated Statement of Comprehensive Income.

Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

 
2.21

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.


Judgments 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 year.
Value of Assets
The directors have used their knowledge of the business to estimate the useful life and residual value of all assets in the business. This is their best estimate of the timeframe over which economic benefits are expected to be derived. Where relevant the opinion of external experts have been sought to guide the directors decisions. In the year a review of residual lives was conducted and revisions to estimations were made based on the opinion of external experts.
Contingent Liabilities
The Group has purchased various trade and assets over the years on which contingent consideration may be due, depending on the future profitability of the business units. Management use the internal data available to make a best estimate of the remaining liability as at every year end.


4.


Turnover

The whole of the turnover is attributable to the main principal activity of the group.

Analysis of turnover by country of destination:

2022
2021
£
£

United Kingdom
8,955,792
8,187,610

Rest of Europe
53,107
112,227

Rest of the World
3,721
2,936

9,012,620
8,302,773


Page 25

 
DUNCAN HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

5.


Other operating income

2022
2021
£
£

Other operating income
72,166
110,102

Government grants receivable
2,149
96,929

74,315
207,031


The grant income for the year is in relation to government grants. The previous years grant income included £57,175 of furlough income.


6.


Operating profit

The operating profit is stated after charging:

2022
2021
£
£

Exchange differences
1,069
200

Other operating lease rentals
(29,746)
7,080


7.


Auditors' remuneration

2022
2021
£
£

Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements
23,000
17,650


Fees above include amounts payable for the audit of £16,000 (2021: £14,600) and amounts payable for accounts and taxation work of £7,000 (2021: £3,050). 




Page 26

 
DUNCAN HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

8.


Employees

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


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


Wages and salaries
2,080,604
2,181,760
38,344
83,610

Social security costs
202,381
191,753
-
-

Cost of defined contribution scheme
74,190
191,575
24,000
138,000

2,357,175
2,565,088
62,344
221,610


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



Group
Group
Company
Company
        2022
        2021
        2022
        2021
            No.
            No.
            No.
            No.









Direct sales and administration
60
60
2
2

The Company has no employees other than the directors, who did not receive any remuneration through the parent company (2021 - £NIL)


9.


Directors' remuneration

2022
2021
£
£

Directors' emoluments
263,422
367,016

Group contributions to defined contribution pension schemes
9,702
8,966

273,124
375,982


During the year retirement benefits were accruing to 2 directors (2021 - 2) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £116,225 (2021 - £264,493).

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £7,869 (2021 - £8,967).

Page 27

 
DUNCAN HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

10.


Interest payable and similar expenses

2022
2021
£
£


Bank interest payable
105,800
90,897

Finance leases and hire purchase contracts
11,630
13,029

117,430
103,926


11.


Taxation


2022
2021
£
£

Corporation tax


Current tax on profits for the year
120,190
-

Adjustments in respect of previous periods
(6,316)
-


113,874
-


Total current tax
113,874
-

Deferred tax


Origination and reversal of timing differences
403,941
30,473

Changes to tax rates
-
58,049

Total deferred tax
403,941
88,522


Taxation on profit on ordinary activities
517,815
88,522
Page 28

 
DUNCAN HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
 
11.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
£
£


Profit on ordinary activities before tax
1,875,628
165,653


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2021 - 19%)
356,369
31,474

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
8,744
7,500

Capital allowances for year in excess of depreciation
131,266
13,087

Utilisation of tax losses
62,708
-

Adjustments to tax charge in respect of prior periods
(6,316)
-

Adjustment in research and development tax credit leading to an increase (decrease) in the tax charge
(32,682)
-

Changes in provisions leading to an increase (decrease) in the tax charge
(2,274)
-

Super deduction capital allowances
-
(28,903)

Remeasurement of deferred tax for changes in tax rates
-
65,364

Total tax charge for the year
517,815
88,522


Factors that may affect future tax charges

On 3 March 2021 the Chancellor of the Exchequer announced an increase in the main rate of UK
corporation tax to 25% for businesses with profits greater than £250,000. Businesses with profits £50,000
or less will continue to be taxed at 19% with marginal relief for profits up to £250,000. These changes
were substantially enacted on 25 May 2021 and will take effect from 1 April 2023.


12.


Dividends

2022
2021
£
£


Dividends paid
353,262
184,700

Page 29

 
DUNCAN HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

13.


Exceptional items

2022
2021
£
£


Shares gifted to employees
-
87,914

One off bonus payments
-
107,950

Acquisition costs in relation to Bridger acquisition
-
77,011

Change in accounting estimate (see Note 15 for details)
(815,077)
-

(815,077)
272,875

During prior year 45% of the shareholding of the Duncan Print Group Limited was transferred to employees at £Nil consideration. The expense represents the value of shares gifted to employees. The notional expense was recognised in profit and loss as an expense with a corresponding credit to equity. 


14.


Intangible assets

Group and Company





Computer Software
Goodwill
Total

£
£
£



Cost


At 1 January 2022
110,996
932,873
1,043,869


Additions
2,000
30,000
32,000



At 31 December 2022

112,996
962,873
1,075,869



Amortisation


At 1 January 2022
89,473
595,817
685,290


Charge for the year on owned assets
11,611
95,056
106,667



At 31 December 2022

101,084
690,873
791,957



Net book value



At 31 December 2022
11,912
272,000
283,912



At 31 December 2021
21,523
337,056
358,579



Page 30

 
DUNCAN HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

15.


Tangible fixed assets

Group






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

£
£
£
£
£



Cost or valuation


At 1 January 2022
2,555,872
198,239
4,619,113
69,563
516,266


Additions
-
-
10,114
-
36,087


Disposals
-
-
(622,910)
(2,807)
(15,796)



At 31 December 2022

2,555,872
198,239
4,006,317
66,756
536,557



Depreciation


At 1 January 2022
444,736
198,239
2,069,617
39,897
250,826


Charge for the year on owned assets
15,323
-
282,305
10,471
48,792


Charge for the year on financed assets
-
-
50,702
3,888
765


Disposals
-
-
(103,730)
(1,988)
(14,862)


Impact of change in
accounting estimate
-
-
(815,077)
-
-



At 31 December 2022

460,059
198,239
1,483,817
52,268
285,521



Net book value



At 31 December 2022
2,095,813
-
2,522,500
14,488
251,036



At 31 December 2021
2,111,136
-
2,549,496
29,666
265,440
Page 31

 
DUNCAN HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

           15.Tangible fixed assets (continued)


Computer equipment
Total

£
£



Cost or valuation


At 1 January 2022
354,910
8,313,963


Additions
57,347
103,548


Disposals
(244,055)
(885,568)



At 31 December 2022

168,202
7,531,943



Depreciation


At 1 January 2022
332,519
3,335,834


Charge for the year on owned assets
13,867
370,758


Charge for the year on financed assets
-
55,355


Disposals
(244,055)
(364,635)


Impact of change in
accounting estimate
-
(815,077)



At 31 December 2022

102,331
2,582,235



Net book value



At 31 December 2022
65,871
4,949,708



At 31 December 2021
22,391
4,978,129

During the year the Group reviewed the residual values of tangible fixed assets, and as a result of the
change in accounting estimate depreciation of £815,077 on plant and machinery was reversed.




The net book value of land and buildings may be further analysed as follows:


2022
2021
£
£

Freehold Property
275,813
291,136

Land
1,820,000
1,820,000

2,095,813
2,111,136


Page 32

 
DUNCAN HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

           15.Tangible fixed assets (continued)

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


2022
2021
£
£



Plant and machinery
393,224
443,926

Motor vehicles
1,670
5,508

Furniture, fittings and equipment
4,969
5,734

399,863
455,168


Company






Freehold property

£

Cost or valuation


At 1 January 2022
2,555,872



At 31 December 2022

2,555,872



Depreciation


At 1 January 2022
444,736


Charge for the year on owned assets
15,323



At 31 December 2022

460,059



Net book value



At 31 December 2022
2,095,813



At 31 December 2021
2,111,136

Included in freehold property is land of £1,820,000 which is not depreciated. 






Page 33

 
DUNCAN HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

16.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2022
187,293


Disposals
(2,003)



At 31 December 2022
185,290




During the year Duncan Print Group Limited repurchased a portion of its share capital from the parent entity for consideration of £20,003. 


Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Class of shares

Holding

Duncan Print Group Limited
Ordinary
55%
Duncan Print and Packaging Limited
Ordinary
100%
Edward J.Wood & Co. (Printers) Ltd
Ordinary
100%

The aggregate of the share capital and reserves as at 31 December 2022 and the profit or loss for the year ended on that date for the subsidiary undertakings were as follows:

Name
Aggregate of share capital and reserves
Profit/(Loss)
£
£

Duncan Print Group Limited
1,740,980
1,431,848

Duncan Print and Packaging Limited
-
-

Edward J.Wood & Co. (Printers) Ltd
6,409
-

Page 34

 
DUNCAN HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

17.


Stocks

Group
Group
2022
2021
£
£

Raw materials and consumables
146,026
258,250

Work in progress
68,674
275,071

Finished goods and goods for resale
325,116
313,144

539,816
846,465


The difference between purchase price or production cost of stocks and their replacement cost is not material.


18.


Debtors

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


Trade debtors
1,447,408
1,296,045
-
-

Amounts owed by group undertakings
-
-
71,628
-

Other debtors
94,208
20,361
33,815
4,191

Prepayments and accrued income
79,292
89,665
-
-

Deferred taxation
-
-
-
49,211

1,620,908
1,406,071
105,443
53,402



19.


Cash and cash equivalents

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

Cash at bank and in hand
1,299,465
535,732
1,756
93,326


Page 35

 
DUNCAN HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

20.


Creditors: Amounts falling due within one year

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

Bank loans
280,214
380,755
-
119,037

Trade creditors
962,414
1,444,396
-
-

Corporation tax
120,190
-
109,186
-

Other taxation and social security
317,310
323,726
-
-

Obligations under finance lease and hire purchase contracts
94,599
102,630
-
-

Invoice discounting
166
20,809
-
-

Other creditors
737,469
412,430
260,408
46,409

Accruals and deferred income
160,078
201,430
27,000
-

2,672,440
2,886,176
396,594
165,446



21.


Creditors: Amounts falling due after more than one year

Group
Group
2022
2021
£
£

Bank loans
1,589,626
1,866,527

Net obligations under finance leases and hire purchase contracts
182,908
278,896

Other creditors
25,000
97,240

1,797,534
2,242,663


Bank loans are secured by means of a fixed and floating charge over the assets of the Group.
Other creditors over 1 year relates to contingent deferred consideration due on the acquisition of Edward J Wood & Co (Printers) Limited and the trade of  Bridger Packaging.
Hire purchase liabilities are secured over the assets to which they relate. 

Page 36

 
DUNCAN HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

22.


Loans



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

Amounts falling due within one year

Bank loans
280,214
380,755
-
119,037

Amounts falling due 1-2 years

Bank loans
278,436
280,214
-
-

Amounts falling due 2-5 years

Bank loans
1,311,190
1,586,313
-
-


1,869,840
2,247,282
-
119,037



23.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

Group
Group
2022
2021
£
£

Within one year
94,599
102,630

Between 1-2 years
156,730
94,517

Between 2-5 years
26,178
183,160

277,507
380,307


24.


Deferred taxation


Group



2022
2021


£

£






At beginning of year
272,346
183,824


Charged to profit or loss
403,941
88,522



At end of year
676,287
272,346

Page 37

 
DUNCAN HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
 
24.Deferred taxation (continued)

Company


2022
2021


£

£






At beginning of year
(49,211)
(10,002)


Charged to profit or loss
49,211
(39,209)



At end of year
-
(49,211)
Group
Group
Company
Company
2022
2021
2022
2021
£
£
£
£

Accelerated capital allowances
676,287
596,309
-
-

Tax losses carried forward
-
(315,672)
-
(49,211)

Short term timing differnces
-
(8,291)
-
-

676,287
272,346
-
(49,211)


25.


Share capital

2022
2021
£
£
Allotted, called up and fully paid



1,133 (2021 - 4,529) Ordinary 'A' shares of £1.00 each
1,133
4,529
2,701 (2021 - 2,701) Ordinary 'E' shares of £1.00 each
2,701
2,701
3,396 (2021 - ) Ordinary 'F' shares of £1.00 each
3,396
-
0 (2021 - 1,069) Ordinary 'B' shares of £1.00 each
-
1,069
0 (2021 - 3,000) Preference 'C' shares of £1.00 each
-
3,000
0 (2021 - 559,345) Deferred shares of £1.00 each
-
559,345
0 (2021 - 62,150) Preference 'D' shares of £1.00 each
-
62,150

7,230

632,794

During the year the company repurchased share capital of £625,564 at par value. 3,396 Ordinary 'A' shares were redesignated as Ordinary 'F' shares on 22 December 2022. 
Only Ordinary 'F' and 'A' shareholders are entitled to voting rights and dividends may be declared in respect of any class or classes and/or for different amounts in relation to each class of share. 


Page 38

 
DUNCAN HOLDINGS LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

26.


Reserves

Revaluation reserve

Represents non-distributable unrealised valuations on land and building fixed assets.

Capital redemption reserve

Relates to share capital value repurchased by the company to date. 

Profit and loss account

Represents accumulated reserves to date less distributions. 


27.


Pension commitments

The Group operates a defined contributions pension scheme. The assets of the scheme are held seperatley from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £74,190 (2021: £191,575). Contributions totalling £12,799 (2021: £24,765) were payable to the fund at the balance sheet date and are included in creditors.


28.


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
Company
Company
2022
2021
2022
2021
£
£
£
£

Not later than 1 year
17,377
17,377
10,525
10,525

Later than 1 year and not later than 5 years
12,478
29,855
6,198
16,723

29,855
47,232
16,723
27,248

29.


Related party transactions

The directors are considered to be the key management personnel, see Note 9 for details of remuneration.
Included in other creditors are amounts due to shareholders of £135,000 (2021: £Nil).
Included in the consolidated balance sheet are amounts owed to Group directors of £286,651 (2021: £23,459) and amounts owed to other related parties of £67,034 (2021: £32,695).


30.


Controlling party

The ultimate controlling party is considered to be W A L Duncan by virtue of his majority shareholding.

 
Page 39