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false
false
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false
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true
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No description of principal activity
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COMPANY REGISTRATION NUMBER:
SC245466
Express Microbiology Limited |
|
Filleted Financial Statements |
|
Express Microbiology Limited |
|
Officers and Professional Advisers |
|
The board of directors |
S Parrington (Served from 6 January 2022 to 10 January 2023)
|
|
Mr W Welch (Served from 6 January 2022 to 10 January 2023)
|
|
Mr R McPheeters (Served from 6 January 2022 to 31 May 2022)
|
|
Mr M Hanson (Served from 6 January 2022 to 31 May 2022)
|
|
Mr M Carnaghan (Appointed 10 January 2023) |
|
Mr M.R Watts (Appointed 10 January 2023)
|
|
Dr J Newton (Resigned 10 January 2023)
|
|
W Bates (Resigned 10 January 2023)
|
|
|
Company secretary |
Mrs L Ganderton |
|
|
Registered office |
Unit 22/4 |
|
Mill Road Industrial Estate |
|
Linlithgow |
|
EH49 7SF |
|
|
Auditor |
Nelson Gilmour Smith |
|
Chartered Accountants & statutory auditor |
|
Mercantile Chambers |
|
53 Bothwell Street |
|
Glasgow |
|
G2 6TB |
|
|
Express Microbiology Limited |
|
Year ended 31 December 2022
The directors present their report and the financial statements of the company for the year ended
31 December 2022
.
Principal activities
The principal activities of the Company are microbiological and chemical analysis of food.
Directors
The directors who served the company during the year were as follows:
Dr J Newton |
|
W Bates |
|
S Parrington |
(Appointed
6 January 2022) |
Mr W Welch |
(Appointed
6 January 2022) |
Mr R McPheeters |
(Served from
6 January 2022 to 31 May 2022)
|
Mr M Hanson |
(Served from
6 January 2022 to 31 May 2022)
|
|
|
Dividends
The loss for the year after taxation, amounted to £32,761 (2021 - profit £435,720) The directors do not recommend payment of a final dividend.
Events after the end of the reporting period
Particulars of events after the reporting date are detailed in note 13 to the financial statements.
Going concern
The directors have no reason to believe that a material uncertainty exits that may cast significant doubt on the ability of this company to continue as a going concern ot its ability to continue with current banking arrangements.
Express Microbiology Limited
will continue trading within another Eurofins entity from 1 July 2023 Eurofins Food Testing Limited
In view of the above the directors believe that it is appropriate to prepare the financial statements on a going concern basis.
Directors' responsibilities statement
The directors are responsible for preparing the directors' report and the financial statements in accordance with applicable law and regulations. Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the profit or loss of the company for that period. In preparing these financial statements, the directors are required to: - select suitable accounting policies and then apply them consistently; - state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; - 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 company 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 enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Auditor
Each of the persons who is a director at the date of approval of this report confirms that:
-
so far as they are aware, there is no relevant audit information of which the company's auditor is unaware; and - they have taken all steps that they ought to have taken as a director to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information.
Small company provisions
This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.
This report was approved by the board of directors on
2 June 2023
and signed on behalf of the board by:
Registered office: |
Unit 22/4 |
Mill Road Industrial Estate |
Linlithgow |
EH49 7SF |
|
Express Microbiology Limited |
|
Statement of Financial Position |
|
31 December 2022
Fixed assets
Tangible assets |
8 |
604,765 |
739,194 |
|
|
|
|
Current assets
Debtors |
9 |
827,737 |
700,956 |
Cash at bank and in hand |
239,246 |
446,222 |
|
------------ |
------------ |
|
1,066,983 |
1,147,178 |
|
|
|
|
Creditors: amounts falling due within one year |
10 |
461,103 |
529,617 |
|
------------ |
------------ |
Net current assets |
605,880 |
617,561 |
|
------------ |
------------ |
Total assets less current liabilities |
1,210,645 |
1,356,755 |
|
|
|
|
Creditors: amounts falling due after more than one year |
11 |
25,747 |
119,574 |
|
|
|
|
Provisions
Taxation including deferred tax |
100,003 |
119,525 |
|
------------ |
------------ |
Net assets |
1,084,895 |
1,117,656 |
|
------------ |
------------ |
|
|
|
Capital and reserves
Called up share capital |
5,555 |
5,555 |
Share premium account |
13,503 |
13,503 |
Profit and loss account |
1,065,837 |
1,098,598 |
|
------------ |
------------ |
Shareholders funds |
1,084,895 |
1,117,656 |
|
------------ |
------------ |
|
|
|
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies' regime and in accordance with Section 1A of FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'.
In accordance with section 444 of the Companies Act 2006, the statement of income and retained earnings has not been delivered.
These financial statements were approved by the
board of directors
and authorised for issue on
2 June 2023
, and are signed on behalf of the board by:
Company registration number:
SC245466
Express Microbiology Limited |
|
Notes to the Financial Statements |
|
Year ended 31 December 2022
1.
General information
The company is a private company limited by shares, registered in Scotland. The address of the registered office is Unit 22/4, Mill Road Industrial Estate, Linlithgow, EH49 7SF.
2.
Statement of compliance
These financial statements have been prepared in compliance with Section 1A of FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland'.
3.
Accounting policies
Basis of preparation
The financial statements have been prepared on the historical cost basis, as modified by the revaluation of certain financial assets and liabilities and investment properties measured at fair value through profit or loss.
The financial statements are prepared in sterling, which is the functional currency of the entity.
Debtors
Short term debtors are measured at transaction price, less any impairment. Loans receivable are measure initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective method, less any impairment,
Going concern
The directors have no reason to believe that a material uncertainty exits that may cast significant doubt on the ability of this company to continue as a going concern or its ability to continue with current banking arrangements. Express Microbiology Limited will continue trading within another Eurofins entity from 1 July 2023 Eurofins Food Testing Limited In view of the above the directors believe that it is appropriate to prepare the financial statements on a going concern basis.
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.
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.
Revenue recognition
Turnover is measured at the fair value of the consideration received or receivable for goods supplied and services rendered, net of discounts and Value Added Tax. Revenue from the sale of goods is recognised when the significant risks and rewards of ownership have transferred to the buyer (usually on despatch of the goods); the amount of revenue can be measured reliably; it is probable that the associated economic benefits will flow to the entity; and the costs incurred or to be incurred in respect of the transactions can be measured reliably.
Income tax
The taxation expense represents the aggregate amount of current and deferred tax recognised in the reporting period. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, tax is recognised in other comprehensive income or directly in equity, respectively. Current tax is recognised on taxable profit for the current and past periods. Current tax is measured at the amounts of tax expected to pay or recover using the tax rates and laws that have been enacted or substantively enacted at the reporting date.
Deferred tax is recognised in respect of all timing differences at the reporting date. Unrelieved tax losses and other deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date that are expected to apply to the reversal of the timing difference.
Operating leases
Lease payments are recognised as an expense over the lease term on a straight-line basis. The aggregate benefit of lease incentives is recognised as a reduction to expense over the lease term, on a straight-line basis.
Goodwill
Goodwill arises on business acquisitions and represents the excess of the cost of the acquisition over the company's interest in the net amount of the identifiable assets, liabilities and contingent liabilities of the acquired business. Goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. It is amortised on a straight-line basis over its useful life. Where a reliable estimate of the useful life of goodwill or intangible assets cannot be made, the life is presumed not to exceed ten years.
Amortisation
Amortisation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful life of that asset as follows:
|
Goodwill |
- |
10% straight line |
|
|
|
|
If there is an indication that there has been a significant change in amortisation rate, useful life or residual value of an intangible asset, the amortisation is revised prospectively to reflect the new estimates.
Tangible assets
Tangible assets are initially recorded at cost, and subsequently stated at cost less any accumulated depreciation and impairment losses. Any tangible assets carried at revalued amounts are recorded at the fair value at the date of revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. An increase in the carrying amount of an asset as a result of a revaluation, is recognised in other comprehensive income and accumulated in equity, except to the extent it reverses a revaluation decrease of the same asset previously recognised in profit or loss. A decrease in the carrying amount of an asset as a result of revaluation, is recognised in other comprehensive income to the extent of any previously recognised revaluation increase accumulated in equity in respect of that asset. Where a revaluation decrease exceeds the accumulated revaluation gains accumulated in equity in respect of that asset, the excess shall be recognised in profit or loss.
Depreciation
Depreciation is calculated so as to write off the cost or valuation of an asset, less its residual value, over the useful economic life of that asset as follows:
|
Plant & Machinery |
- |
15% - 25% reducing balance
|
|
Motor Vehicles |
- |
25% reducing balance |
|
|
|
|
Impairment of fixed assets
A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date. For the purposes of impairment testing, when it is not possible to estimate the recoverable amount of an individual asset, an estimate is made of the recoverable amount of the cash-generating unit to which the asset belongs. The cash-generating unit is the smallest identifiable group of assets that includes the asset and generates cash inflows that largely independent of the cash inflows from other assets or groups of assets. For impairment testing of goodwill, the goodwill acquired in a business combination is, from the acquisition date, allocated to each of the cash-generating units that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the company are assigned to those units.
Finance leases and hire purchase contracts
Assets held under finance leases and hire purchase contracts are recognised in the statement of financial position as assets and liabilities at the lower of the fair value of the assets and the present value of the minimum lease payments, which is determined at the inception of the lease term. Any initial direct costs of the lease are added to the amount recognised as an asset. Lease payments are apportioned between the finance charges and reduction of the outstanding lease liability using the effective interest method. Finance charges are allocated to each period so as to produce a constant rate of interest on the remaining balance of the liability.
Government grants
Government grants are recognised at the fair value of the asset received or receivable. Grants are not recognised until there is reasonable assurance that the company will comply with the conditions attaching to them and the grants will be received. Government grants are recognised using the accrual model and the performance model. Under the accrual model, government grants relating to revenue are recognised on a systematic basis over the periods in which the company recognises the related costs for which the grant is intended to compensate. Grants that are receivable as compensation for expenses or losses already incurred or for the purpose of giving immediate financial support to the entity with no future related costs are recognised in income in the period in which it becomes receivable. Grants relating to assets are recognised in income on a systematic basis over the expected useful life of the asset. Where part of a grant relating to an asset is deferred, it is recognised as deferred income and not deducted from the carrying amount of the asset. Under the performance model, where the grant does not impose specified future performance-related conditions on the recipient, it is recognised in income when the grant proceeds are received or receivable. Where the grant does impose specified future performance-related conditions on the recipient, it is recognised in income only when the performance-related conditions have been met. Where grants received are prior to satisfying the revenue recognition criteria, they are recognised as a liability.
Provisions
Provisions are recognised when the entity has an obligation at the reporting date as a result of a past event, it is probable that the entity will be required to transfer economic benefits in settlement and the amount of the obligation can be estimated reliably. Provisions are recognised as a liability in the statement of financial position and the amount of the provision as an expense. Provisions are initially measured at the best estimate of the amount required to settle the obligation at the reporting date and subsequently reviewed at each reporting date and adjusted to reflect the current best estimate of the amount that would be required to settle the obligation. Any adjustments to the amounts previously recognised are recognised in profit or loss unless the provision was originally recognised as part of the cost of an asset. When a provision is measured at the present value of the amount expected to be required to settle the obligation, the unwinding of the discount is recognised as a finance cost in profit or loss in the period it arises.
Financial instruments
A financial asset or a financial liability is recognised only when the entity becomes a party to the contractual provisions of the instrument.
Basic financial instruments are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.
Debt instruments are subsequently measured at amortised cost.
Financial assets that are measured at cost or amortised cost are reviewed for objective evidence of impairment at the end of each reporting date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss immediately.
Any reversals of impairment are recognised in profit or loss immediately, to the extent that the reversal does not result in a carrying amount of the financial asset that exceeds what the carrying amount would have been had the impairment not previously been recognised.
Financial liabilities 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 profit and loss account. 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.
Defined contribution plans
Contributions to defined contribution plans are recognised as an expense in the period in which the related service is provided. Prepaid contributions are recognised as an asset to the extent that the prepayment will lead to a reduction in future payments or a cash refund. When contributions are not expected to be settled wholly within 12 months of the end of the reporting date in which the employees render the related service, the liability is measured on a discounted present value basis. The unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.
4.
Judgements in applying accounting policies
Judgements and key sources of estimation uncertainty
The preparation of the Company's financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the disclosure of contingent liabilities, at the end of the reporting period. However, uncertainty about these assumptions and estimates could result in outcomes that require a material judgement to the carrying amount of the asset or liability affected in future year ends.
Estimates and assumptions
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing material adjustments to the carrying amounts of assets and liabilities within the next financial year, are discussed below.
Estimation of useful lives of assets
The estimation of useful lives of assets has been based on historical experience as well as manufacturers' warranties (for plant and equipment) and lease terms (for leased equipment). In addition, the condition of the asset is assessed annually and considered against the remaining useful life. Adjustments to the useful lives are made when considered necessary. Depreciation charges are included in note 7.
5.
Employee numbers
The average number of persons employed by the company during the year amounted to
91
(2021:
78
).
6.
Tax on (loss)/profit
Major components of tax (income)/expense
|
|
Period from |
|
Year to |
1 Apr 21 to |
|
31 Dec 22 |
31 Dec 21 |
|
£ |
£ |
|
|
|
Current tax:
UK current tax expense |
14,162 |
91,881 |
Adjustments in respect of prior periods |
21 |
– |
|
-------- |
-------- |
Total current tax |
14,183 |
91,881 |
|
-------- |
-------- |
|
|
|
Deferred tax:
Origination and reversal of timing differences |
(
19,522) |
7,229 |
|
-------- |
-------- |
Tax on (loss)/profit |
(
5,339) |
99,110 |
|
-------- |
-------- |
|
|
|
Reconciliation of tax (income)/expense
The tax assessed on the (loss)/profit on ordinary activities for the year is higher than (2021: lower than) the
standard rate of corporation tax in the UK
of
19
% (2021:
19
%).
|
|
Period from |
|
Year to |
1 Apr 21 to |
|
31 Dec 22 |
31 Dec 21 |
|
£ |
£ |
(Loss)/profit on ordinary activities before taxation |
(
38,100) |
534,830 |
|
-------- |
--------- |
(Loss)/profit on ordinary activities by rate of tax |
(
7,239) |
101,618 |
Effect of expenses not deductible for tax purposes |
283 |
333 |
Effect of capital allowances and depreciation |
1,617 |
(
2,841) |
|
-------- |
--------- |
Tax on (loss)/profit |
(
5,339) |
99,110 |
|
-------- |
--------- |
|
|
|
7.
Intangible assets
|
Goodwill |
|
£ |
Cost |
|
At 1 January 2022 and 31 December 2022 |
100,000 |
|
--------- |
Amortisation |
|
At 1 January 2022 and 31 December 2022 |
100,000 |
|
--------- |
Carrying amount |
|
At 31 December 2022 |
– |
|
--------- |
At 31 December 2021 |
– |
|
--------- |
|
|
8.
Tangible assets
|
Plant and machinery |
Motor vehicles |
Total |
|
£ |
£ |
£ |
Cost |
|
|
|
At 1 January 2022 |
1,619,072 |
220,710 |
1,839,782 |
Additions |
20,391 |
40,680 |
61,071 |
Disposals |
– |
(
73,240) |
(
73,240) |
|
------------ |
--------- |
------------ |
At 31 December 2022 |
1,639,463 |
188,150 |
1,827,613 |
|
------------ |
--------- |
------------ |
Depreciation |
|
|
|
At 1 January 2022 |
964,813 |
135,775 |
1,100,588 |
Charge for the year |
134,301 |
24,369 |
158,670 |
Disposals |
– |
(
36,410) |
(
36,410) |
|
------------ |
--------- |
------------ |
At 31 December 2022 |
1,099,114 |
123,734 |
1,222,848 |
|
------------ |
--------- |
------------ |
Carrying amount |
|
|
|
At 31 December 2022 |
540,349 |
64,416 |
604,765 |
|
------------ |
--------- |
------------ |
At 31 December 2021 |
654,259 |
84,935 |
739,194 |
|
------------ |
--------- |
------------ |
|
|
|
|
9.
Debtors
|
2022 |
2021 |
|
£ |
£ |
Trade debtors |
699,594 |
582,239 |
Other debtors |
128,143 |
118,717 |
|
--------- |
--------- |
|
827,737 |
700,956 |
|
--------- |
--------- |
|
|
|
10.
Creditors:
amounts falling due within one year
|
2022 |
2021 |
|
£ |
£ |
Bank loans and overdrafts |
2,868 |
11,755 |
Trade creditors |
180,898 |
90,144 |
Corporation tax |
14,162 |
91,881 |
Social security and other taxes |
160,012 |
170,331 |
Other creditors |
103,163 |
165,506 |
|
--------- |
--------- |
|
461,103 |
529,617 |
|
--------- |
--------- |
|
|
|
11.
Creditors:
amounts falling due after more than one year
|
2022 |
2021 |
|
£ |
£ |
Bank loans and overdrafts |
16,013 |
42,209 |
Other creditors |
9,734 |
77,365 |
|
-------- |
--------- |
|
25,747 |
119,574 |
|
-------- |
--------- |
|
|
|
12.
Operating leases
The total future minimum lease payments under non-cancellable operating leases are as follows:
|
2022 |
2021 |
|
£ |
£ |
Not later than 1 year |
151,490 |
151,490 |
Later than 1 year and not later than 5 years |
507,936 |
599,426 |
Later than 5 years |
375,123 |
435,123 |
|
------------ |
------------ |
|
1,034,549 |
1,186,039 |
|
------------ |
------------ |
|
|
|
13.
Events after the end of the reporting period
On 10 January 2023 the company was acquired by Eurofins Food Testing UK Holding Limited.
14.
Summary audit opinion
The auditor's report for the year dated
6 June 2023
was
unqualified
.
The senior statutory auditor was
Louise McAulay
, for and on behalf of
Nelson Gilmour Smith
.
15.
Directors' advances, credits and guarantees
During the year the directors entered into the following advances and credits with the company:
|
2022 |
|
|
Balance brought forward |
Advances/ (credits) to the directors |
Amounts repaid |
Balance outstanding |
|
|
£ |
£ |
£ |
£ |
|
Dr J Newton
|
14,988 |
– |
(
16,000) |
(
1,012) |
|
W Bates
|
(
105) |
– |
– |
(
105) |
|
|
-------- |
---- |
-------- |
------- |
|
|
14,883 |
– |
(
16,000) |
(
1,117) |
|
|
-------- |
---- |
-------- |
------- |
|
|
|
|
|
|
|
2021 |
|
|
Balance brought forward |
Advances/ (credits) to the directors |
Amounts repaid |
Balance outstanding |
|
|
£ |
£ |
£ |
£ |
|
Dr J Newton
|
(
12) |
35,000 |
(
20,000) |
14,988 |
|
W Bates
|
(
105) |
25,000 |
(
25,000) |
(
105) |
|
|
---- |
-------- |
-------- |
-------- |
|
|
(
117) |
60,000 |
(
45,000) |
14,883 |
|
|
---- |
-------- |
-------- |
-------- |
|
|
|
|
|
|
16.
Related party transactions
During the year the company paid rent of £60,000 (Period ended 31 December 2021: £43,333) to Buckl Properties
, a business owned by Jennifer Newton
, a director.
17.
Controlling party
From 6 January 2022 the company's immediate parent undertaking was
Cawood Scientific Limited
, a company registered in England and Wales. The smallest group in which the results of the company are consolidated is that headed by Meritas Scientific Holdings Limited
. Copies of the financial statements of Meritas Scientific Holdings Limited can be obtained from its registered office of Coopers Bridge, Braziers Lane, Winkfield Row, Bracknell, RG42 6NS
, or from the Registrar of Companies, Companies House. The largest group in which the results of the company are consolidated is that headed by Ensign-Bickford Industries Inc.
which is the ultimate parent undertaking.