ACCOUNTS - Final Accounts preparation

Operating profit

The operating profit is stated after charging:

CARVER (WOLVERHAMPTON) LIMITED - Company Information

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Registered number: 00164692

CARVER (WOLVERHAMPTON) LIMITED

ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

CARVER (WOLVERHAMPTON) LIMITED

COMPANY INFORMATION

Directors	R D Boult
	H J Carver
	A E Dinham
	R N Kendrick
	S C Moore
	B R Purslow
	J W Carver (appointed 7 August 2023)


Company secretary	R N Kendrick


Registered number	00164692


Registered office	Littles Lane
	Wolverhampton
	WV1 1JY


Independent auditors	WR Partners
	Chartered Accountants & Statutory Auditors
	Belmont House
	Shrewsbury Business Park
	Shrewsbury
	Shropshire
	SY2 6LG

CARVER (WOLVERHAMPTON) LIMITED

CONTENTS

	Page
Strategic report	1 - 2
Directors' report	3 - 5
Independent auditors' report	6 - 9
Statement of comprehensive income	10
Balance sheet	11 - 12
Statement of changes in equity	13
Notes to the financial statements	14 - 30

CARVER (WOLVERHAMPTON) LIMITED

STRATEGIC REPORT

FOR THE YEAR ENDED 31 DECEMBER 2022

The Directors present their Strategic Report together with the audited financial statements for the year ended 31 December 2022.

Principal activities

The principal activity of the Company is that of a builders', plumbers', and timber merchant.

Business review

The housing market was still very strong during 2022 as it recovered from the Covid 19 pandemic.
For the year ended 31 December 2022, the Company achieved a profit before tax of £4.9m. This compares to £5.6m for the previous year.
Sales for the year ended 31 December 2022 were £56.0m compared with £56.6m for 2021. The Company also managed to hold margins due to the buoyant market.
The cash at bank and in hand and short-term investments totalled £4.0m at 31 December 2022, compared with £3.5m at 31 December 2021.
Shareholders' funds at 31 December 2022 were £25.4m and were £4m (19%) higher than at 31 December 2021.

Principal risks and uncertainties

The majority of the Company's sales are in the construction industry and primarily in housebuilding. The profitability of the business would be affected by a downturn in the construction industry but the Company believes it has sufficient financial strength to survive any such downturn.

Financial key performance indicators

The main financial key performance indicators for the Company are sales, gross profit, profit before tax and cash flow.

Other key performance indicators

The Company uses a number of non-financial KPI's to monitor and measure success on a weekly basis, these KPI's cover the whole business operations and reflect the changing needs of the business over time.
The Company has a policy to protect the environment wherever it operates or whenever it sources materials, with KPI's being used to measure the proportion of timber purchased from forests that are well managed environmentally according to the Forest Stewardship Council (FSC) Standards.

Page 1

CARVER (WOLVERHAMPTON) LIMITED

STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2022

Directors' statement of compliance with duty to promote the success of the Company

As Directors of Carver (Wolverhampton) Limited we have a legal responsibility under s172 of the Companies Act 2006 to act in a way we consider, in good faith, would be most likely to promote the Company's success for the benefit of its members as a whole, and to have regard to the long-term effect of our decisions on the Company and its stakeholders.
The likely consequences of any decision in the long-term
As a business founded in 1896 and still prospering in 2023, our longevity demonstrates a commitment to the long-term through successive generations. It is embedded within our culture that we work for our customers, look after our employees, and make decisions for the long-term.
The interests of the Company's employees
The Directors recognise that our employees are fundamental to the success of our business; having great employees depends on our ability to attract, retain and motivate them. From pay and benefits to our health, safety and workplace environment, the Directors factor the implications of decisions on the employees and the wider workforce.
The impact of the Company's operations on the community and the environment
The Company aims to supply environmentally sustainable products thereby enabling its customers to comply with current building regulations. We source our timber products from suppliers who meet appropriate environmental standards and have both FSC and PEFC affiliation. The Directors regularly review opportunities to reduce environmental impact.
We support the community through our sponsorship and support of local charities, sports clubs and events.
The desirability of the Company maintaining a reputation for high standards of business conduct
We aim to operate with fairness in all our dealings and expect our staff to 'do the right thing' in any given situation, rather than acting according to a detailed rule book. Where we have areas to improve, we will create an action plan; for example, bringing a third-party health and safety firm to improve our processes and compliance in branches, to keep employees and customers safe.
The need to act fairly between members of the Company
The Company continues to be controlled by the Carver family and it is important that all members are treated fairly. After weighing up all relevant factors, the Directors consider which course of action best enables delivery of long term-value for the Company. In doing so, the Directors ensure that decisions made consider the interest of all members.
Throughout 2023 the Directors will continue to review and challenge how engagement with stakeholders can be improved.

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

R N Kendrick

Director

Date: 11 September 2023

Page 2

CARVER (WOLVERHAMPTON) LIMITED

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 Strategic report, 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 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 of the profit or loss of the Company for that period.

In preparing these financial statements, the directors are required to:

∙select suitable accounting policies for the Company's financial statements and then apply them consistently;

∙make judgments and accounting estimates that are reasonable and prudent;

∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

∙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 to 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.

Results and dividends

The profit for the year, after taxation, amounted to £4,001,037 (2021 - £4,285,732).

There were no dividends declared during the year (2021 - £nil).

Directors

The directors who served during the year were:

R D Boult

H J Carver

A E Dinham

R N Kendrick

S C Moore

B R Purslow

Page 3

CARVER (WOLVERHAMPTON) LIMITED

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2022

Future developments

The construction market fell by about 15% in the first half of 2023. The company has performed slightly better than the overall market, but there is pressure on sales and margin.
Going concern
The Company has continued to trade profitably in 2023.
The Company has a very strong Balance Sheet and based on current cash balances and forecast cashflows over the next twelve months, the Directors have a reasonable expectation that the Company has adequate resources to continue trading for the foreseeable future and continue to adopt the going concern basis of accounting in preparing the financial statements.

Engagement with suppliers, customers and others

In order to succeed, we need strong, mutually beneficial, relationships with suppliers, customers and our bank. These relationships are based on trust and openness, principles that have served us well over the years. Where we can, we try to build those relationships at a local level and go far beyond a transactional relationship. The Directors receive regular updates from the management team on how the business is performing and how these stakeholders have been engaged.

Greenhouse gas emissions, energy consumption and energy efficiency action

Methodologies for energy and emissions calculations
The UK Governments Streamlined Energy and Carbon reporting (SECR) policy came into effect on 1 April 2019. This regulation requires large unquoted companies to report on UK energy use, and the associated greenhouse gas (GHG) emissions, that relate to the consumption of fuel for the purposes of transport and the purchase of gas, electricity, and other fuels by the Company for its own use.
We have measured our direct emissions from fuel and processes and those emissions from purchased gas and electricity for the assets we operated for the period 1 January 2022 to 31 December 2022.
Energy usage for operated assets - Associated GHG emissions 1,041 tCO2e (2021: 1,095)
intensity ratio - we have produced 18.6 tonnes (2021: 19.3) of CO2 per £1 million of sales.
During the year the Company consumed 1,496,602 kWh (2021: 1,409,462) of energy in relation to both the combustion of gas and for the purposes of transport. The energy consumed in the year resulting from the purchase of electricity for the Company's own use was 637,278 kWh (2021: 673,137).
Energy usage and consumption data was gathered throughout the year and this data was input into a carbon footprint calculator in order to calculate the associated greenhouse gas emissions.

Page 4

CARVER (WOLVERHAMPTON) LIMITED

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2022

Data was gathered for the consumption of energy as follows:
- Annual purchase of electricity for own use in kWh.
- Annual purchase of gas for our own use in kWh.
- Annual purchase of fuel for own use in Ltrs

Principal measures taken to increase energy efficiency
The Directors are committed to improving the energy efficiency of the Company. As part of this, the Company reviews its motor vehicle fleet on a regular basis, phasing out older, less fuel efficient vehicles and replacing when necessary, with new more efficient vehicles. Where appropriate we are also replacing older diesel powered fork-lift trucks and side loaders with rechargeable electric powered alternatives. The Company has committed to install LED lighting for both new installations and for replacement of existing units.

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'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's auditors are aware of that information.

Post balance sheet events

There have been no significant events affecting the Company since the year end.

Auditors

The auditors, WR Partners, will 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.

R N Kendrick

Director

Date: 11 September 2023

Page 5

CARVER (WOLVERHAMPTON) LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CARVER (WOLVERHAMPTON) LIMITED

Opinion

We have audited the financial statements of Carver (Wolverhampton) Limited (the 'Company') for the year ended 31 December 2022, which comprise the Statement of comprehensive income, the Balance sheet, the Statement of changes in equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

∙give a true and fair view of the state of the Company's affairs as at 31 December 2022 and of its 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 Company 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 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 6

CARVER (WOLVERHAMPTON) LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CARVER (WOLVERHAMPTON) LIMITED (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.

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 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 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 Company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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, or returns adequate for our audit have not been received from branches not visited by us; or

∙the 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 7

CARVER (WOLVERHAMPTON) LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CARVER (WOLVERHAMPTON) LIMITED (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 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 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 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 audit team obtained an understanding of the legal and regulatory frameworks that are applicable to the Company and determined that the most significant are those that relate to the reporting framework (FRS102 and the Companies Act 2006), the relevant tax compliance regulations, employment law, Health and Safety Regulations and the EU General Data Protection Regulation (GDPR).
We understood how the Company are complying with these frameworks by making enquiries of management and those responsible for legal and compliance procedures. We also reviewed board minutes to identify any recorded instances of irregularity or non compliance that might have a material impact on the financial statements.
We assessed the susceptibility of the Company's financial statements to material misstatement, including how fraud might occur by meeting with key management to understand where they considered there was susceptibility to fraud. Based on our understanding our procedures involved enquiries of management and those charged with governance, manual journal entry testing, cashbook reviews for large and unusual items and the challenge of significant accounting estimates used in preparing the financial statements.

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.

Page 8

CARVER (WOLVERHAMPTON) LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CARVER (WOLVERHAMPTON) LIMITED (CONTINUED)

Use of our report

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in 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.

Andrew Malpass BA FCA (Senior statutory auditor)

for and on behalf of

WR Partners

Chartered Accountants

Statutory Auditors

Belmont House

Shrewsbury Business Park

Shrewsbury

Shropshire

SY2 6LG

Date: 26 September 2023

Page 9

CARVER (WOLVERHAMPTON) LIMITED

STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2022


	2022	2021
Note	£	£


Turnover	4	55,974,865	56,601,630
Cost of sales		(39,965,371)	(41,302,924)
Gross profit		16,009,494	15,298,706
Distribution costs		(8,728,073)	(7,940,693)
Administrative expenses		(2,494,005)	(1,993,282)
Other operating income	5	140,516	175,408
Operating profit	6	4,927,932	5,540,139
Income from fixed assets investments		21,260	-
Interest receivable and similar income	11	1,091	27,496
Interest payable and similar expenses	12	(6,695)	(10,785)
Profit before tax		4,943,588	5,556,850
Tax on profit	13	(942,551)	(1,271,118)
Profit for the financial year		4,001,037	4,285,732

There were no recognised gains and losses for 2022 or 2021 other than those included in the statement of comprehensive income.

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

The notes on pages 14 to 30 form part of these financial statements.

Page 10

CARVER (WOLVERHAMPTON) LIMITED

REGISTERED NUMBER: 00164692

BALANCE SHEET

AS AT 31 DECEMBER 2022

		2022		2021
Note		£		£

Fixed assets
Tangible assets	14		9,246,616		7,290,918
Investments	15		380,396		380,396
			9,627,012		7,671,314
Current assets
Stocks	16	9,364,792		7,811,777
Debtors: amounts falling due after more than one year	17	955,436		946,127
Debtors: amounts falling due within one year	17	8,556,113		9,937,773
Cash at bank and in hand	18	3,963,973		3,521,615
		22,840,314		22,217,292
Creditors: amounts falling due within one year	19	(6,119,251)		(7,462,364)
Net current assets			16,721,063		14,754,928
Total assets less current liabilities			26,348,075		22,426,242
Creditors: amounts falling due after more than one year	20		-		(124,000)
Provisions for liabilities
Deferred tax	22		(904,342)		(859,546)
Net assets			25,443,733		21,442,696

Page 11

CARVER (WOLVERHAMPTON) LIMITED

REGISTERED NUMBER: 00164692

BALANCE SHEET (CONTINUED)

AS AT 31 DECEMBER 2022

		2022		2021
Note		£		£

Capital and reserves
Called up share capital	23	7,300	7,300
Profit and loss account	24	25,436,433	21,435,396
		25,443,733	21,442,696

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

H J Carver

Director

Date: 11 September 2023

The notes on pages 14 to 30 form part of these financial statements.

Page 12

CARVER (WOLVERHAMPTON) LIMITED

STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2022

	Called up share capital	Profit and loss account	Total equity
	£	£	£
At 1 January 2021	7,300	17,149,664	17,156,964
Comprehensive income for the year
Profit for the year	-	4,285,732	4,285,732
Total comprehensive income for the year	-	4,285,732	4,285,732

At 1 January 2022	7,300	21,435,396	21,442,696
Comprehensive income for the year
Profit for the year	-	4,001,037	4,001,037
Total comprehensive income for the year	-	4,001,037	4,001,037
At 31 December 2022	7,300	25,436,433	25,443,733

The notes on pages 14 to 30 form part of these financial statements.

Page 13

CARVER (WOLVERHAMPTON) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

1.	General information

Carver (Wolverhampton) Limited (00164692) is a private company, limited by shares, domiciled in the United Kingdom and incorporated in England and Wales. The address of the registered office and principal place of business is Littles Lane, Wolverhampton, WV1 1JY.

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 management to exercise judgment in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

∙the requirements of Section 7 Statement of Cash Flows;

∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d).

This information is included in the consolidated financial statements of Carver Holdings Limited as at 31 December 2022 and these financial statements may be obtained from Companies House or the registered office, which is located at Littles Lane, Wolverhampton, WV1 1JY.

2.3

Exemption from preparing consolidated financial statements

The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.

2.4

Going concern

The Company's forecasts and projections, taking account of reasonable possible changes in trading performance, show that the Company is expected to operate within the levels of its current facilities.
After making enquiries, the Directors have a reasonable expectation that the Company has adequate resources to continue in operation existence for the foreseeable future. The Company therefore continues to adopt the going concern basis in preparing its financial statements.

Page 14

CARVER (WOLVERHAMPTON) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

2.5

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company 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 Company has transferred the significant risks and rewards of ownership to the buyer;

∙the Company 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 Company 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.

2.6

Operating leases: the Company as lessee

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

2.7

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.

2.8

Borrowing costs

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

2.9

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company 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 Company in independently administered funds.

Page 15

CARVER (WOLVERHAMPTON) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

2.10

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 operates and generates 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.

2.11

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, on both a straight line and reducing balance basis.

Depreciation is provided on the following basis:

Freehold property	-	2% straight line
Motor vehicles	-	25% reducing balance
Fixtures and fittings	-	20-50% straight line & 20% reducing balance

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.

Page 16

CARVER (WOLVERHAMPTON) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

2.12

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in unlisted Company shares, whose market value can be reliably determined, are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in the Statement of comprehensive income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

2.13

Associates and joint ventures

Associates and Joint Ventures are held at cost less impairment.

2.14

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.

2.15

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.

2.16

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.

2.17

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.

Page 17

CARVER (WOLVERHAMPTON) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

2.18

Financial instruments

The Company 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.

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.

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, an impairment loss is recognised in the Statement of comprehensive income.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Company would receive for the asset if it were to be sold at the balance sheet date.

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.

3.	Judgments in applying accounting policies and key sources of estimation uncertainty

Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
The Company makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. In the opinion of the directors there are are no estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year.

Page 18

CARVER (WOLVERHAMPTON) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

Turnover

The whole of the turnover is attributable to the principal activity of the Company.

All turnover arose within the United Kingdom.

5.	Other operating income
		2022	2021
		£	£

Discounts receivable	75,973	77,764
Net rents receivable	64,543	97,644
	140,516	175,408

Profit on disposal of fixed assets

(17,461)

(8,620)

Fees payable to the Company's auditors and their associates for the audit of the Company's financial statements

17,400

The Company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent Company.

Page 19

CARVER (WOLVERHAMPTON) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

Wages and salaries	5,743,285	5,427,005
Social security costs	539,587	495,603
Cost of defined contribution scheme	323,078	181,493
	6,605,950	6,104,101

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

	2022	2021
	No.	No.

Administration	24	22
Selling and delivery	194	194

	218	216

9.	Directors' remuneration
		2022	2021
		£	£

Directors' emoluments	790,284	896,381
Company contributions to defined contribution pension schemes	215,994	15,984
	1,006,278	912,365

	During the year retirement benefits were accruing to 6 directors (2021 - 6) in respect of defined contribution pension schemes.
	The highest paid director received remuneration of £311,614 (2021 - £215,032).
	The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £6,604 (2021 - £6,594).
	During the year NIL directors received shares under the long-term incentive schemes (2021 -NIL)

Page 20

CARVER (WOLVERHAMPTON) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

10.	Income from investments
		2022	2021
		£	£

Dividends received from unlisted investments	21,260	-
	21,260	-

11.	Interest receivable
		2022	2021
		£	£

	Other interest receivable	1,091	27,496
		1,091	27,496

12.	Interest payable and similar expenses
		2022	2021
		£	£

	Bank interest payable	6,695	10,785
		6,695	10,785

Page 21

CARVER (WOLVERHAMPTON) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

Corporation tax
Current tax on profits for the year	897,755	1,034,134
	897,755	1,034,134

Total current tax	897,755	1,034,134

Deferred tax
Origination and reversal of timing differences	44,796	40,385
Changes to tax rates	-	196,599
Total deferred tax	44,796	236,984


	Taxation on profit on ordinary activities	942,551	1,271,118

Profit on ordinary activities before tax

4,943,588

5,556,850

Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2021 - 19%)	939,282	1,055,802
Effects of:
Expenses not deductible for tax purposes, other than goodwill amortisation and impairment	6,330	23,944
Differences in tax rates	4,296	8,827
Non-taxable income	(4,039)	-
Changes to tax rates	-	196,599
Book profit on chargeable assets	(3,318)	(3,063)
Group relief	-	(10,991)
Total tax charge for the year	942,551	1,271,118

Page 22

CARVER (WOLVERHAMPTON) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

13.Taxation (continued)

Factors that may affect future tax charges

From 1 April 2023, the main rate of Corporation Tax is due to increase from 19% to 25% for companies in the United Kingdom with profits exceeding £250,000. As a result, deferred tax balances at 31 December 2022 have been calculated at 25%.

14.	Tangible fixed assets

	Freehold property	Motor vehicles	Fixtures and fittings	Total
	£	£	£	£
Cost or valuation
At 1 January 2022	7,285,887	3,289,485	4,227,576	14,802,948
Additions	2,052,649	489,592	139,190	2,681,431
Disposals	-	(177,441)	-	(177,441)
At 31 December 2022	9,338,536	3,601,636	4,366,766	17,306,938
Depreciation
At 1 January 2022	1,249,611	2,334,352	3,928,067	7,512,030
Charge for the year on owned assets	134,272	381,582	199,741	715,595
Disposals	-	(167,303)	-	(167,303)
At 31 December 2022	1,383,883	2,548,631	4,127,808	8,060,322
Net book value
At 31 December 2022	7,954,653	1,053,005	238,958	9,246,616
At 31 December 2021	6,036,276	955,133	299,509	7,290,918

Included within freehold property there is land that is not being depreciated to the value of £2,625,000 (2021: £1,520,000).

Page 23

CARVER (WOLVERHAMPTON) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

15.	Fixed asset investments

	Investments in subsidiary companies	Other fixed asset investments	Investment in joint ventures	Total
	£	£	£	£
Cost or valuation
At 1 January 2022	130,310	200,036	50,050	380,396
At 31 December 2022	130,310	200,036	50,050	380,396

Subsidiary undertakings
The following were subsidiary undertakings of the Company:
Name	Class of shares	Holding

SJ Dixon Carver Limited	Ordinary	100%
Carver Gases Limited	Ordinary	100%
South Ribble Timber Co. Limited	Ordinary	100%
Black & Gold Holdings Limited	Ordinary	100%

The subsidiary undertakings registered offices are located at Littles Lane, Wolverhampton, WV1 1JY.

Page 24

CARVER (WOLVERHAMPTON) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

16.	Stocks
		2022	2021
		£	£

Raw materials and consumables	9,364,792	7,811,777
	9,364,792	7,811,777

The carrying value of stocks are stated net of impairment losses totalling £194,020 (2021: £113,531). Impairment losses totalling £80,489 (2021: reversals of £54,851)were recognised in profit and loss.

17.	Debtors
		2022	2021
		£	£

Due after more than one year
Other debtors	955,436	946,127
	955,436	946,127

					2022	2021
					£	£

Due within one year
Trade debtors	7,059,994	8,901,436
Amounts owed by group undertakings	1,210,800	959,600
Other debtors	276,518	62,245
Prepayments and accrued income	8,801	14,492
	8,556,113	9,937,773

Page 25

CARVER (WOLVERHAMPTON) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

18.	Cash and cash equivalents
		2022	2021
		£	£

Cash at bank and in hand	3,963,973	3,521,615
	3,963,973	3,521,615

19.	Creditors: Amounts falling due within one year
		2022	2021
		£	£

Bank loans	62,500	250,000
Trade creditors	3,268,491	3,757,943
Corporation tax	585,817	849,451
Other taxation and social security	213,553	853,321
Other creditors	47,252	45,141
Accruals and deferred income	1,941,638	1,706,508
	6,119,251	7,462,364

20.	Creditors: Amounts falling due after more than one year
		2022	2021
		£	£

Bank loans	-	62,500
Other loans	-	61,500
	-	124,000

Page 26

CARVER (WOLVERHAMPTON) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

Amounts falling due within one year
Bank loans	62,500	250,000
	62,500	250,000
Amounts falling due 1-2 years
Bank loans	-	62,500
	-	62,500

Amounts falling due after more than 5 years
Other loans	-	61,500
	-	61,500
	62,500	374,000

Page 27

CARVER (WOLVERHAMPTON) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

22.	Deferred taxation

		2022
		£

	At beginning of year	(859,546)
	Charged to profit or loss	(44,796)
	At end of year	(904,342)

The provision for deferred taxation is made up as follows:
	2022	2021
	£	£

Accelerated capital allowances	(264,568)	(219,243)
Short term timing differences	7,474	6,945
Capital gains	(647,248)	(647,248)
	(904,342)	(859,546)

23.	Share capital
		2022	2021
		£	£

Allotted, called up and fully paid

7,300 (2021 - 7,300) Ordinary shares of £1.00 each	7,300	7,300

24.

Reserves

Profit and loss account

The profit and loss account represents the accumulated profits of the Company since incorporation less distributions made to shareholders.

Page 28

CARVER (WOLVERHAMPTON) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

	Contracted for but not provided in these financial statements	648,265	350,000
		648,265	350,000

26.	Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £323,078 (2021: £181,493). At the end of the period, contributions amounting to £29,894 (2021: £27,778) were payable to the fund and were included in creditors.

27.

Related party transactions

As the Company is a wholly owned subsidiary of Carver Holdings Limited, the Company has taken advantage of the exemption contained in FRS102 and has therefore not disclosed transactions or balances with wholly owned entities which form part of the Group. The Group's consolidated financial statements can be obtained from Companies House.
During the year, the Company traded with Engineered Timber Solutions Limited and Timber Kit Solutions Limited, subsidiaries which are 50% owned by the Company. Sales totalling £378,510 (2021: £484,350) were made to these subsidiaries during the year, with purchases totalling £1,803,002 (2021: £1,635,682) being made from them. At the end of the year there were outstanding debtors of £85,949 (2021: £164,733) and creditors of £290,387 (2021: £245,596) in relation to these transactions.
Included within other debtors are loans due from the directors totalling £42,525 (2021: £21,861). The maximum amount outstanding during the year was £28,932 (2021: £29,855). Interest is charged on the outstanding balances at a rate of 3%.
During the year the Company made sales to directors totalling £9,838 (2021: £11,908) and to family members of directors totalling £24,721 (2021: £2,535). At the balance sheet date, debtors of £3,310 (2021: £10,686) and £29,666 (2021: £1,300) were due from directors and family members of directors respectively.
During the year the Company made purchases from Sia Vaives, a company solely under the control of H J Carver (director), totalling £11,648,716 (2021: £14,324,771). At the end of the year, a creditor of £130,271 (2021: £nil) was outstanding.
Included within other debtors is a loan due from Sia Carlat, a company solely under the control of H J Carver (director), totalling £955,436 (2021: £946,127). Interest is accrued on the loan at a rate of 2.5% per annum.
Also included within other debtors is a balance £25,000 (2021: £25,000) due from Heritage Manor Limited, a company in which H J Carver, director, is a shareholder.

Page 29

CARVER (WOLVERHAMPTON) LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

28.	Controlling party

The immediate and ultimate parent undertaking is Carver Holdings Limited. The consolidated group accounts are available from Companies House or the registered office of the parent which is located at Littles Lane, Wolverhampton, United Kingdom, WV1 1JY.
The Company is under the control of H J Carver by virtue of his 100% holding of the share capital with voting rights within Carver Holdings Limited.

Page 30