ACCOUNTS - Final Accounts preparation


Caseware UK (AP4) 2023.0.135 2023.0.135 2023-08-312024-05-292024-05-292023-08-312023-08-312024-05-29falsefalse12022-09-01falseNo description of principal activity1 03848803 2022-09-01 2023-08-31 03848803 2023-08-31 03848803 2021-09-01 2022-08-31 03848803 2022-08-31 03848803 2021-09-01 03848803 c:Director1 2022-09-01 2023-08-31 03848803 c:Director1 2023-08-31 03848803 c:Director2 2022-09-01 2023-08-31 03848803 c:Director3 2022-09-01 2023-08-31 03848803 c:RegisteredOffice 2022-09-01 2023-08-31 03848803 d:MotorVehicles 2022-09-01 2023-08-31 03848803 d:FurnitureFittings 2022-09-01 2023-08-31 03848803 d:OfficeEquipment 2022-09-01 2023-08-31 03848803 d:ComputerEquipment 2022-09-01 2023-08-31 03848803 d:CurrentFinancialInstruments 2023-08-31 03848803 d:CurrentFinancialInstruments 2022-08-31 03848803 d:CurrentFinancialInstruments d:WithinOneYear 2023-08-31 03848803 d:CurrentFinancialInstruments d:WithinOneYear 2022-08-31 03848803 d:ShareCapital 2023-08-31 03848803 d:ShareCapital 2022-08-31 03848803 d:ShareCapital 2021-09-01 03848803 d:ForeignCurrencyTranslationReserve 2022-09-01 2023-08-31 03848803 d:RetainedEarningsAccumulatedLosses 2022-09-01 2023-08-31 03848803 d:RetainedEarningsAccumulatedLosses 2023-08-31 03848803 d:RetainedEarningsAccumulatedLosses 2021-09-01 2022-08-31 03848803 d:RetainedEarningsAccumulatedLosses 2022-08-31 03848803 d:RetainedEarningsAccumulatedLosses 2021-09-01 03848803 c:FRS102 2022-09-01 2023-08-31 03848803 c:Audited 2022-09-01 2023-08-31 03848803 c:FullAccounts 2022-09-01 2023-08-31 03848803 c:PrivateLimitedCompanyLtd 2022-09-01 2023-08-31 03848803 d:Subsidiary1 2022-09-01 2023-08-31 03848803 d:Subsidiary1 1 2022-09-01 2023-08-31 03848803 c:Consolidated 2023-08-31 03848803 c:ConsolidatedGroupCompanyAccounts 2022-09-01 2023-08-31 03848803 2 2022-09-01 2023-08-31 03848803 6 2022-09-01 2023-08-31 iso4217:GBP xbrli:pure
Company registration number: 03848803







DIRECTORS' REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED
31 AUGUST 2023


ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)






































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ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)
 


 
COMPANY INFORMATION


Directors
C White 
V Singh 




Registered number
03848803



Registered office
Donington Court
Pegasus Business Park Herald Way

East Midlands Airport

Castle Donington

Derby

DE74 2UZ




Independent auditors
Menzies LLP
Chartered Accountants & Statutory Auditor

Magna House

18-32 London Road

Staines-Upon-Thames

TW18 4BP





 


ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)
 



CONTENTS



Page
Directors' Report
1 - 2
Independent Auditors' Report
3 - 6
Consolidated Statement of Comprehensive Income
7
Consolidated Statement of Financial Position
8
Company Statement of Financial Position
9
Consolidated Statement of Changes in Equity
10
Company Statement of Changes in Equity
11
Notes to the Financial Statements
12 - 22


 


ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)
 


 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 AUGUST 2023

The directors present their report and the financial statements for the year ended 31 August 2023.

Directors' responsibilities statement

The directors are responsible for preparing 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.

Director

The director who served during the year was:

G P Howard (resigned 1 November 2023)

Post year end C White & V Singh were appointed on 1 November 2023. 

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 directorthe 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.

Page 1

 


ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)
 


 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2023


Auditors

Under section 487(2) of the Companies Act 2006Menzies LLP will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.

Small companies note

In preparing this report, the directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.

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





C White
Director

Date: 29 May 2024

Page 2

 


ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)
 

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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)

Qualified Opinion


We have audited the financial statements of ACP Worldwide Holdings Ltd (Previously Howard Group Ltd) (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 August 2023, which comprise the Group Statement of Comprehensive Income, the Group and Company Statements of Financial Position, 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, except for the possible effects of the matter described in the basis for qualified opinion section of our report, 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 August 2023 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 qualified opinion


Included within the income statement and statement of financial position of the Group is an amount relating to accrued bonuses totalling £259,006 which were payable subject to a future event taking place. It is our opinion that given the bonuses were subject to a future event, that there was no legal or contractual obligation at the year ended 31 August 2023 and therefore the bonuses should not have been accrued in the year in accordance with FRS 102. The overall impact on the financial statement is that the profit for the year and the net asset position for the ended 31 August 2023 is understated by £259,006.
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 qualified 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 3

 


ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)


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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP 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 Report.  Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated.  If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves.  If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


As described in the basis for qualified opinion section of our report, we were unable to satisfy ourselves concerning the accrued bonuses of £259,006 included within the income statement and statement of financial position as they presented no present legal or contractual obligation as at 31 August 2023.
We have concluded that where the other information refers to the accruals balance or related balances such as administrative expenses, it may be materially misstated for the same reason.


Opinion on other matters prescribed by the Companies Act 2006
 

Except for the possible effects of the matter described in the basis for qualified opinion section of our report, in our opinion, based on the work undertaken in the course of the audit:


the information given in the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Directors' Report has been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

Except for the matter described in the basis for qualified opinion section of our report, 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 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; or
the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemptions in preparing the Directors' Report and from the requirement to prepare a Group Strategic Report.


Page 4

 


ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)


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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD) (CONTINUED)

Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 1, 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 Group is subject to laws and regulations that directly affect the financial statements including financial reporting legislation. We determined that the following laws and regulations were most significant including UK Companies Act, employment law and tax legislation. We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.
 
We understood how the Group is complying with those legal and regulatory frameworks by, making inquiries to management, those responsible for legal and compliance procedures and the company secretary.
 
The engagement partner assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations. The assessment did not identify any issues in this area.
 
We assessed the susceptibility of the Group's financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the engagement team included:
 
°Identifying and assessing the design effectiveness of controls management has in place to prevent and detect fraud;
°Understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process; and
°Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations.

As a result of the above procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas:
 
°Posting of unusual journals and complex transactions;
°Risk of fictitious employees.
°Posting of non business related expenses.
Page 5

 


ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)


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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD) (CONTINUED)



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.





Sophie Said FCA (Senior Statutory Auditor)
  
for and on behalf of
Menzies LLP
 
Chartered Accountants
Statutory Auditor
  
Magna House
18-32 London Road
Staines-Upon-Thames
TW18 4BP

29 May 2024
Page 6

 


ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)
 


 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 AUGUST 2023

2023
2022
£
£

  

Turnover
  
10,022,381
9,939,335

Cost of sales
  
(6,030,894)
(6,015,179)

Gross profit
  
3,991,487
3,924,156

Administrative expenses
  
(3,971,334)
(2,859,460)

Operating profit
  
20,153
1,064,696

Interest receivable and similar income
  
9,011
891

Interest payable and similar expenses
  
(23,743)
(18,811)

Profit before taxation
  
5,421
1,046,776

Tax on profit
  
(47,292)
(247,058)

(Loss)/profit for the financial year
  
(41,871)
799,718

  

Exchange gains/(losses) arising on translation on foreign operations
  
(81,439)
48,312

Other comprehensive income for the year
  
(81,439)
48,312

  

Total comprehensive income for the year
  
(123,310)
848,030

(Loss)/profit for the year attributable to:
  

Non-controlling interests
  
(168)
(231)

Owners of the parent Company
  
(41,703)
799,949

  
(41,871)
799,718

Total comprehensive income for the year attributable to:
  

Non-controlling interest
  
(168)
(231)

Owners of the parent Company
  
(123,142)
848,261

  
(123,310)
848,030

The notes on pages 12 to 22 form part of these financial statements.

Page 7

 


ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)
REGISTERED NUMBER:03848803



CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 AUGUST 2023

2023
2022
Note
£
£

Fixed assets
  

Tangible assets
 4 
78,606
131,632

  
78,606
131,632

Current assets
  

Debtors: amounts falling due within one year
 6 
1,572,655
1,868,617

Cash at bank and in hand
  
1,712,897
1,589,240

  
3,285,552
3,457,857

Creditors: amounts falling due within one year
 7 
(1,362,815)
(1,334,823)

Net current assets
  
 
 
1,922,737
 
 
2,123,034

Total assets less current liabilities
  
2,001,343
2,254,666

Creditors: amounts falling due after more than one year
 8 
(58,074)
(188,087)

Provisions for liabilities
  

Net assets
  
1,943,269
2,066,579


Capital and reserves
  

Called up share capital 
  
60,000
60,000

Foreign exchange reserve
 11 
(90,141)
(8,702)

Profit and loss account
 11 
1,961,356
2,003,109

Equity attributable to owners of the parent Company
  
1,931,215
2,054,407

Non-controlling interests
  
12,054
12,172

  
1,943,269
2,066,579


The Company's financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

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




C White
Director
Date: 29 May 2024

The notes on pages 12 to 22 form part of these financial statements.

Page 8

 


ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)
REGISTERED NUMBER:03848803



COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 AUGUST 2023

2023
2022
Note
£
£

Fixed assets
  

Investments
 5 
1,015,101
1,015,101

  
1,015,101
1,015,101

Current assets
  

Debtors: amounts falling due within one year
 6 
1,407
1,300

Cash at bank and in hand
  
4,126
2,987

  
5,533
4,287

Creditors: amounts falling due within one year
 7 
(32,481)
(21,011)

Net current liabilities
  
 
 
(26,948)
 
 
(16,724)

Total assets less current liabilities
  
988,153
998,377

  

  

Net assets
  
988,153
998,377


Capital and reserves
  

Called up share capital 
  
60,000
60,000

Profit and loss account
 11 
928,153
938,377

  
988,153
998,377


The Company's financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

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




C White
Director
Date: 29 May 2024

The notes on pages 12 to 22 form part of these financial statements.

Page 9

 


ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)
 



CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 AUGUST 2023


Called up share capital
Foreign exchange reserve
Profit and loss account
Non-controlling interests
Total equity

£
£
£
£
£


At 1 September 2020
60,000
(57,014)
1,203,160
12,403
1,218,549


Comprehensive income for the year

Profit for the year
-
-
799,949
(231)
799,718

Foreign exchange on translation of foreign operations
-
48,312
-
-
48,312



At 1 September 2022
60,000
(8,702)
2,003,109
12,172
2,066,579


Comprehensive income for the year

Loss for the year
-
-
(41,703)
(168)
(41,871)

Foreign exchange on translation of foreign operations
-
(81,439)
-
-
(81,439)

Purchase of non-controlling interest
-
-
(50)
50
-


At 31 August 2023
60,000
(90,141)
1,961,356
12,054
1,943,269


The notes on pages 12 to 22 form part of these financial statements.

Page 10

 


ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)
 



COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 AUGUST 2023


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 September 2021
60,000
955,441
1,015,441


Comprehensive income for the year

Loss for the year
-
(17,064)
(17,064)



At 1 September 2022
60,000
938,377
998,377


Comprehensive income for the year

Loss for the year
-
(10,224)
(10,224)


At 31 August 2023
60,000
928,153
988,153


The notes on pages 12 to 22 form part of these financial statements.

Page 11

 


ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2023

1.


General information

Howard Group Ltd is a private company limited by shares incorporated in England and Wales. The address of the registered office is disclosed on the company information page.

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 Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable with the UK and the Republic of Ireland and the Companies Act 2006.

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 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 Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.

 
2.3

Foreign currency translation

Functional and presentation currency

The Group's functional currency is Australian Dollars $ which is where the majority of the trade takes place. This differs from the presentational currency which is GBP

Transactions and balances

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

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

On consolidation, the results of overseas operations are maintained in their own local currency which is the country the trade takes place and are translated into Sterling at the average yearly rate. All monetary assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the net assets and the results of overseas operations are recognised in other comprehensive income.

Page 12

 


ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2023

2.Accounting policies (continued)

 
2.4

Turnover

Turnover represents income earned from the principal activity of the business, being rendering of freight management services for Air Cargo, security & handling.
Revenues are assessed on a contract-by-contract basis to determine whether the Group is acting as either the principal or agent.
Where the Group have a discretion in establishing the end price and carry a credit risk, these contracts are accounted for on the principal basis. Where the Group acts as a principal for the airlines, revenue represents the fee charged for the services and clearance of the goods on the airlines behalf by selling the airlines cargo space to customers and revenue is recognised when the transportation is provided.
Where the Group provides services as an agent, they earn a commission based on an agreed rate per KG exported per the airline's cargo reports which is invoiced at the end of the month.
All revenue generated is net of VAT or any such overseas tax equivalents.

 
2.5

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.

 
2.6

Leased assets: the Group as lessee

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

 
2.7

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
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 Statement of Financial Position. The assets of the plan are held separately from the Group in independently administered funds.

Page 13

 


ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2023

2.Accounting policies (continued)

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

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

Page 14

 


ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2023

2.Accounting policies (continued)

 
2.10

Tangible fixed assets

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

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

Depreciation is provided on the following basis:

Motor vehicles
-
25%
reducing balance
Fixtures and fittings
-
25%
using the straight-line method
Office equipment
-
25%
using the straight-line method
Computer equipment
-
50%
using the straight-line method

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.

 
2.11

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.12

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.


3.


Employees

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



Group
Group
Company
Company
        2023
        2022
        2023
        2022
            No.
            No.
            No.
            No.









Employees
40
37
1
1

Page 15

 


ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2023

4.


Tangible fixed assets

Group






Motor vehicles
Fixtures and fittings
Office equipment
Computer equipment
Total

£
£
£
£
£



Cost or valuation


At 1 September 2022
207,878
86,892
25,734
73,629
394,133


Additions
-
1,829
-
9,343
11,172


Disposals
(20,000)
-
-
(4,341)
(24,341)


Exchange adjustments
(12,298)
(9,733)
(2,736)
(6,995)
(31,762)



At 31 August 2023

175,580
78,988
22,998
71,636
349,202



Depreciation


At 1 September 2022
106,521
67,542
24,748
63,690
262,501


Charge for the year on owned assets
27,058
9,603
910
10,526
48,097


Disposals
(10,794)
-
-
(4,341)
(15,135)


Exchange adjustments
(8,216)
(7,675)
(2,670)
(6,306)
(24,867)



At 31 August 2023

114,569
69,470
22,988
63,569
270,596



Net book value



At 31 August 2023
61,011
9,518
10
8,067
78,606



At 31 August 2022
101,357
19,350
986
9,939
131,632

The Company had no fixed assets at the reporting date.

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


2023
2022
£
£



Motor vehicles
60,918
101,218

Office equipment
-
117

60,918
101,335

Page 16

 


ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2023

5.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


At 1 September 2022
1,015,101



At 31 August 2023
1,015,101




Investments are reviewed for impairment annually, including review of internal and external indicators. As per the review conducted at 31 August 2023, the investments were not subject to any impairments in fiscal year 2023 (2022: £nil).


Direct subsidiary undertaking


The following was a direct subsidiary undertaking of the Company:

Name

Country of incorporation

Principal activity

Class of shares

Holding

ACP Worldwide Ltd
United Kingdom
Airline cargo general sales agent
Ordinary
100%


Indirect subsidiary undertakings


The following were indirect subsidiary undertakings of the Company:

Name

Registered office

Principal activity

Class of shares

Holding

G.S.A Worldwide Limited
United Kingdom
Dormant
Ordinary
100%
Aviation Services International Pty Ltd
Australia
Dormant
Ordinary
100%
ACP Worldwide (NZ) Limited
New Zealand
Airline cargo general sales agent
Ordinary
100%
ACP Caribbean Limited
Barbados
Dormant
Ordinary
90%
Air Cargo Partners Pty Limited
Australia
Dormant
Ordinary
100%

During the year, ACP Worldwide Ltd acquired the remaining 15,000 shares of Air Cargo Partners Pty Limited which resulted in the shareholding increasing from 84.21% to 100%. The shares were purchased at their $1 nominal value.

Page 17

 


ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2023

6.


Debtors

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£


Trade debtors
785,170
968,287
-
-

Other debtors
593,130
612,255
1,407
1,300

Prepayments and accrued income
54,711
157,981
-
-

Tax recoverable
67,500
67,500
-
-

Deferred taxation
72,144
62,594
-
-

1,572,655
1,868,617
1,407
1,300



7.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Bank loans
60,415
55,810
-
-

Trade creditors
423,153
500,132
-
-

Amounts owed to group undertakings
-
-
19,231
11,316

Corporation tax
142,043
305,837
-
-

Other taxation and social security
55,553
49,521
-
-

Obligations under finance lease and hire purchase contracts
59,760
27,599
-
-

Other creditors
55,993
28,738
-
350

Accruals and deferred income
565,898
367,186
13,250
9,345

1,362,815
1,334,823
32,481
21,011


Bank loans and overdrafts are secured by way of a legal charge in favour of the group's bankers and a debenture comprising of a fixed and floating charge over all assets of the group.
Amounts due to group undertakings are unsecured, interest free, have no fixed date of repayment and are repayable on demand.

Page 18

 


ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2023

8.


Creditors: Amounts falling due after more than one year

Group
Group
2023
2022
£
£

Bank loans
58,074
119,249

Net obligations under finance leases and hire purchase contracts
-
68,838

58,074
188,087


The Company had no creditors due after more than one year at the reporting date.
Bank loans and overdrafts are secured by way of a legal charge in favour of the group's bankers and a debenture comprising of a fixed and floating charge over all assets of the group.


9.


Loans



Group
Group
2023
2022
£
£

Amounts falling due within one year

Bank loans
60,415
55,810


60,415
55,810


Amounts falling due 2-5 years

Bank loans
58,074
119,249


58,074
119,249

118,489
175,059


The Company had no loans at the reporting date.

Page 19

 


ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2023

10.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

Group
Group
2023
2022
£
£

Within one year
58,847
27,282

Between 1-5 years
-
68,838

58,847
96,120

The Company had no hire purchase or finance leases at the reporting date.


11.


Reserves

Foreign exchange reserve

This reserve records the accumulated foreign exchange movements as a result of the overseas branches and subsidiaries functional currency being different to the Group's presentational currency.

Profit and loss account

This reserve records retained earnings and accumulated losses attributable to the shareholders of the Group.

Page 20

 


ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2023

12.


Contingent liabilities

At the balance sheet date, a contingent liability exists with the Bank of Ireland Dublin Branch in the form of an electronic direct payments guarantee.
At the balance sheet date, National Westminster Bank Plc has provided an unconditional and irrevocable guarantee to Etihad Airways PJSC to pay up to a maximum of US $110,000 in the event that ACP Worldwide Limited as agents should default on the terms and conditions of the agency agreement.
The guarantee is covered by the sum of US $110,000 being held in a separate Deposit account in the name of ACP Worldwide Limited.
At the balance sheet date, National Australian Bank Limited has provided a guarantee to Vietnam Airlines Corporation to pay up to a maximum of AUS $250,000 in the event that ACP Worldwide Limited as agents should default on the terms and conditions of the agency agreement.
The guarantee is covered by the sum of AUS $250,000 being held in a separate National Term Deposit account in the name of ACP Worldwide Limited.
ACP Worldwide Limited has deposited AUS $100,000 to Vietnam Airlines as a guarantee in the event that ACP Worldwide Limited as agents should default on the terms and conditions of the agency agreement.
ACP Worldwide Limited has deposited ZAR 170,000 directly with Air China Cargo to be held in a separate South African Rand account to facilitate a Cargo General Sales Agency appointment in South Africa, to be only utilised in the event that ACP Worldwide Limited as agents should default on the terms of the agency agreement.
ACP Worldwide Limited has deposited US$ 25,000 (equivalent to ZAR 350,000) directly to Nedbank Limited in South Africa to be held in a separate Bank account in the name of EgyptAir Cargo to facilitate a general sale Agency Arrangement.


13.


Commitments under operating leases

At 31 August 2023 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
2023
2022
£
£

Not later than 1 year
81,781
108,920

Later than 1 year and not later than 5 years
96,001
174,090

177,782
283,010

The Company had no commitments under non-cancellable operating leases at the reporting date.

Page 21

 


ACP WORLDWIDE HOLDINGS LTD (PREVIOUSLY HOWARD GROUP LTD)
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2023

14.


Related party transactions

At 31 August 2022, G Howard owed the company £215,000. During the year further advances were made of £426,530 and repayments of £413,050. At 31 August 2023, an amount of £228,480 was owed to the company from G Howard which is shown within other debtors and this was settled in full post year end. No interest was charged on these amounts.
At 31 August 2022, R Entwistle was owed by the company £4,509. During the year further advances were made of £33,812 and repayments of £31,000. At 31 August 2023, an amount of £7,321 was owed to the company from R Entwistle which is shown within other debtors. No interest was charged on these amounts.
During the year, a director received a motor vehicle previously owned by the company for no consideration. The carrying value of the asset at the time of disposal was £9,205. 
During the year G Howard's spouse, R Entwistle & an employeee of ACP Wolrdwide Limited sold their minority shareholding in Air Cargo Partners Pty Limited for the shares nominal value to ACP Worldwide Limited, increasing the Company's shareholding from 84% to 100%. No amounts were due at the year end and all proceeds were settled during the year and all balances between the group entities have been eliminated on consolidation. 


15.


Controlling party

As at 31 August 2023, the ultimate controlling party was G Howard. On the 1 November 2023, there has been a change of ownership of the ACP Worldwide Group from G Howard to World Freight Company International S.A.S., a company registered in France. 
At the time these statutory statements are prepared, the change of ownership had no futher impact on the structure of the ACP Worldwide Group. 

 
Page 22