REGISTERED NUMBER: |
Financial Statements |
for the Year Ended 31 March 2023 |
for |
RTL Materials Limited |
REGISTERED NUMBER: |
Financial Statements |
for the Year Ended 31 March 2023 |
for |
RTL Materials Limited |
RTL Materials Limited (Registered number: 03332020) |
Contents of the Financial Statements |
for the Year Ended 31 March 2023 |
Page |
Company Information | 1 |
Balance Sheet | 2 |
Notes to the Financial Statements | 3 |
RTL Materials Limited |
Company Information |
for the Year Ended 31 March 2023 |
DIRECTORS: |
SECRETARY: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
4 Cedar Park |
Ferndown Industrial Estate |
Wimborne |
Dorset |
BH21 7SF |
RTL Materials Limited (Registered number: 03332020) |
Balance Sheet |
31 March 2023 |
2023 | 2022 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 4 |
Tangible assets | 5 |
Investments | 6 |
CURRENT ASSETS |
Stocks |
Debtors | 7 |
Cash at bank and in hand |
CREDITORS |
Amounts falling due within one year | 8 |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CREDITORS |
Amounts falling due after more than one year | 9 |
NET ASSETS |
CAPITAL AND RESERVES |
Called up share capital |
Share premium |
Share based payment reserve |
Capital contribution reserve |
Retained earnings | ( |
) | ( |
) |
In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered. |
The financial statements were approved by the Board of Directors and authorised for issue on |
RTL Materials Limited (Registered number: 03332020) |
Notes to the Financial Statements |
for the Year Ended 31 March 2023 |
1. | STATUTORY INFORMATION |
RTL Materials Limited is a |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Preparation of consolidated financial statements |
The financial statements contain information about RTL Materials Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements. |
Significant judgements and estimates |
In preparing these financial statements, the directors have had to make the following judgements: |
- | Determine whether leases entered into by the company either as a lessor or a lessee are operating or finance leases. These decisions depend on an assessment of whether the risks and rewards of ownership have been transferred from the lessor to the lessee on a lease by lease basis. |
- | Determine whether there are indicators of impairment of the company's tangible and intangible assets. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the asset and where it is a component of a larger cash generating unit, the viability and expected future performance of that unit. |
Other key sources of estimation uncertainty: |
- | Tangible fixed assets are depreciated over their useful lives taking into account residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. In re-assessing asset lives, factors such as technological innovation, product life cycles and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values. |
- | In adopting the going concern basis for preparing the financial statements, the directors have considered the business activities including the company's principal risks and uncertainties. Based on the company's cash flow forecasts and projections, the board is satisfied that the company has adequate resources to continue in operational existence and therefore it is appropriate to adopt the going concern basis in preparing the financial statements for the year ended 31 March 2023. |
- | Debt to equity conversion - As part of the debt to equity conversion that was completed during the year an element of accrued interest was agreed to be repaid by the company in installments. Although there is no coupon interest attached to this liability, it must be discounted back to present value and interest imputed as payment has been deferred beyond normal commercial terms. The directors assessed the appropriate rate of interest as being 6%, which is akin to the company's cost of debt. Had a different interest rate been applied, the carrying value of the liability and interest recognised in profit and loss could have been materially different. |
RTL Materials Limited (Registered number: 03332020) |
Notes to the Financial Statements - continued |
for the Year Ended 31 March 2023 |
2. | ACCOUNTING POLICIES - continued |
Turnover |
Turnover comprises the total amount receivable for goods supplied measured at fair value of the consideration, excluding VAT and trade discounts, and also fees receivable for engineering development, model making and prototyping services using the company's patented dynamic composite materials technology. |
Turnover is recognised upon delivery of finished products and as development work is undertaken. |
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. |
Patents are amortised over the legal life of the individual patents of 20 years |
Tangible fixed assets |
Depreciation is provided to write off the cost, less estimated residual values, of all tangible fixed assets, except for investment properties and freehold land, evenly over their expected useful lives. It is calculated at the following rates: |
Leasehold property improvements - 25% straight line |
Plant and machinery - 25% straight line or straight line over 10 years |
Investments in subsidiaries |
Investments in subsidiary undertakings are recognised at cost. |
Stocks |
Stocks and work in progress are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. |
Cost is calculated using the first-in, first-out method and includes all purchase, transport, and handling costs in bringing stocks to their present location and condition. |
Financial instruments |
Financial instruments and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the entity after deducting all of its financial liabilities. |
Where the contractual obligations of financial instruments (including share capital) are equivalent to a similar debt instrument, those financial instruments are classed as financial liabilities. Financial liabilities are presented as such in the balance sheet. Finance costs and gains or losses relating to financial liabilities are included in the statement of comprehensive income. Finance costs are calculated so as to produce a constant rate of return on the outstanding liability. |
Where the contractual terms of share capital do not have any terms meeting the definition of a financial liability then this is classed as an equity instrument. Dividends and distributions relating to equity instruments are debited direct to equity. |
RTL Materials Limited (Registered number: 03332020) |
Notes to the Financial Statements - continued |
for the Year Ended 31 March 2023 |
2. | ACCOUNTING POLICIES - continued |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Research and development |
Expenditure on research and development is written off in the year in which it is incurred. |
Hire purchase and leasing commitments |
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
Reverse premiums and similar incentives received to enter into operating lease agreements are released to the statement of comprehensive income over the period to the date of which the rent is first expected to be adjusted to the prevailing market rate. |
Where assets are financed by leasing agreements that give rights approximating to ownership (finance leases), the assets are treated as if they had been purchased outright. The amount capitalised is the present value of the minimum lease payments payable over the term of the lease. The corresponding leasing commitments are shown as amounts payable to the lessor. Depreciation on the relevant assets is charged to statement of comprehensive income over the shorter of estimated useful economic life and the term of the lease. |
Finance lease payments are analysed between capital and interest components so that the interest element of the payment is charged to statement of comprehensive income over the term of the lease and is calculated so that it represents a constant proportion of the balance of capital repayments outstanding. The capital party reduces the amounts payable to the lessor. |
Pension costs and other post-retirement benefits |
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate. |
RTL Materials Limited (Registered number: 03332020) |
Notes to the Financial Statements - continued |
for the Year Ended 31 March 2023 |
2. | ACCOUNTING POLICIES - continued |
Going concern |
The company meets its day to day working capital requirements through cash at bank and funding from its shareholders and banks. The directors have prepared forecasts which demonstrate that they expect the company to be able to meet its liabilities as they fall due for a period of at least 12 months from the date of signing these financial statements. |
On the basis of their assessment of the company’s financial position and resources, the directors have concluded that there is no material uncertainty with respect to the company's going concern and that the company has adequate resources to continue in operational existence for the foreseeable future. Thus they continue to adopt the going concern basis of accounting in preparing the annual financial statements. |
The company reviews liquidity risk regularly and despite volatility in market demand and distributor stock cycles expects future cash generation and profitability in aggregate over the period of 12 months from the date of signing these financial statements based on its forecasts. |
The directors consider that in preparing the financial statements they have taken into account all information that could reasonably be expected to be available and on this basis, they consider that it is appropriate to prepare the financial statements on the going concern basis. |
Foreign currency translation |
Foreign currency transactions are translated into sterling at the rates ruling when they occurred. Foreign currency monetary assets and liabilities are translated at the rate ruling at the balance sheet date. Any differences are taken to the statement of comprehensive income. |
Finance costs |
Finance costs are charged to statement of comprehensive income over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument. |
Share based payments |
Where share options are awarded to employees, the fair value of the options at the date of grant is charged to the statement of comprehensive income over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each Balance Sheet date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition. |
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the company keeping the scheme open or the employee maintaining any contributions required by the scheme). |
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to the statement of comprehensive income over the remaining vesting period. |
Prior year adjustment |
A prior year adjustment was posted in this year to correct the share capital and share premium split. An adjustment of £3,018 was made which decreased share capital and increased share premium. |
3. | EMPLOYEES AND DIRECTORS |
The average number of employees during the year was |
RTL Materials Limited (Registered number: 03332020) |
Notes to the Financial Statements - continued |
for the Year Ended 31 March 2023 |
4. | INTANGIBLE FIXED ASSETS |
Other |
intangible |
assets |
£ |
COST |
At 1 April 2022 |
Additions |
At 31 March 2023 |
AMORTISATION |
At 1 April 2022 |
Charge for year |
At 31 March 2023 |
NET BOOK VALUE |
At 31 March 2023 |
At 31 March 2022 |
5. | TANGIBLE FIXED ASSETS |
Plant and |
Land and | machinery |
buildings | etc | Totals |
£ | £ | £ |
COST |
At 1 April 2022 |
Additions |
At 31 March 2023 |
DEPRECIATION |
At 1 April 2022 |
Charge for year |
At 31 March 2023 |
NET BOOK VALUE |
At 31 March 2023 |
At 31 March 2022 |
RTL Materials Limited (Registered number: 03332020) |
Notes to the Financial Statements - continued |
for the Year Ended 31 March 2023 |
6. | FIXED ASSET INVESTMENTS |
Shares in |
group |
undertakings |
£ |
COST |
At 1 April 2022 |
and 31 March 2023 |
NET BOOK VALUE |
At 31 March 2023 |
At 31 March 2022 |
7. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2023 | 2022 |
£ | £ |
Trade debtors |
Amounts owed by group undertakings |
Other debtors |
8. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2023 | 2022 |
£ | £ |
Bank loans and overdrafts |
Other loans |
Hire purchase contracts |
Trade creditors |
Amounts owed to group undertakings |
Tax |
Social security and other taxes |
Other creditors |
Accruals and deferred income |
9. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
2023 | 2022 |
£ | £ |
Bank loans - 2-5 years |
Other loans - 1-2 years | 77,398 | 68,538 |
Other loans - 2-5 years | 314,255 | 337,133 |
Hire purchase contracts |
Other creditors |
RTL Materials Limited (Registered number: 03332020) |
Notes to the Financial Statements - continued |
for the Year Ended 31 March 2023 |
10. | DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006 |
The Report of the Auditors was unqualified. |
for and on behalf of |
11. | RELATED PARTY DISCLOSURES |
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
Included within other creditors falling due after one year are amounts totalling £27,750 (2022 - £37,350) due to a related party. Interest was not charged on this balance. They are related through their shareholding in the company. |
During the year, other loans of £120,789 due to related parties were converted to LP shares and share premium thereon. Interest accrued and due to related parties of £39,407 was waived as part of the transaction and has been accounted for as a capital contribution. |
In respect of the remaining other loans due to related parties, repayments of £86,532 (2022: £86,532) were made during the year. Interest of £23,623 (2022 - £31,183) has been charged to profit and loss, with a balance of £418,387 (2022 - £481,158) included within other loans payable. |
Unsecured loan facilities totalling £nil (2022 - £98,427) were made available to a former director, all of which has been drawn down by year end. The outstanding loan is repayable on demand and £nil (2022 - £nil) of interest has been recognised in the year. |
Key management personnel include those people who together have authority and responsibility for planning, directing and controlling the activities of the company. The total compensation paid to key management personnel for services provided to the company was £310,810 (2022 - £301,867). |