London Security plc Annual Report 2023

FY2023 Annual Report · London Security plc

Loading PDF…

A leader in Europe’s
fire security industry

London Security plc

Annual Report and Accounts 2023

London Security plc

EACH YEAR WE PROVIDE FIRE PROTECTION FOR OVER
315,000 CUSTOMERS THROUGH OUR LOCAL PRESENCE
IN THE UNITED KINGDOM, BELGIUM, THE NETHERLANDS,
AUSTRIA, FRANCE, GERMANY, DENMARK AND LUXEMBOURG.

Customer focus.
We continually strive to offer the highest quality of service and products to our
valued customers. We employ the best trained and qualified engineers with quality
products that have achieved the highest performance ratings to companies,
governments or private individuals.

Our services and products are commercialised through
long‑established brands.
Nu-Swift, Ansul, Total, Premier and Master: the unique styling of our products
makes them immediately recognisable to both the industry and customers alike.

We aim to achieve the highest levels of service and product quality.
Our employees are trained to the most stringent servicing standards and we
develop the highest performance-rated fire products. These activities are
performed whilst considering the preservation of the environment.

More information at londonsecurity.org

London Security plc Annual Report and Accounts 2023

Highlights

IN THIS REPORT

OUR EUROPEAN GROUP BRANDS

Strategic report
01 Financial highlights

01 Our European Group brands

02 Chairman’s statement

04 Financial review

06 Strategic report

Corporate governance
17 Directors and Company Advisers

19 Report of the Directors

22 Directors’ remuneration report

Financial statements
23

Independent auditor’s report

31 Consolidated income statement

Consolidated statement of
comprehensive income

33 Consolidated statement of changes in equity

34 Consolidated statement of financial position

35 Consolidated statement of cash flows

36 Notes to the financial statements

65 Parent Company balance sheet

Parent Company statement of changes
in equity

Notes to the Parent Company
financial statements

71 Notice of Annual General Meeting

74 Group companies

London Security plc continues to deliver industry-leading profit
margins since acquiring the Ansul and Nu-Swift businesses.
The challenges for the future are to continue to grow through
acquisition and organically and to build upon our competitive
advantage of being a complete fire protection solution provider.

FINANCIAL HIGHLIGHTS

Earnings per share

Operating profit

Revenue

189.8p

+15.1%

£31.6m

+16.2%

£219.7m

+16.3%

189.8

164.9

162.4

145.6

135.8

31.6

27.2

24.7

24.2

219.7

188.9

166.6

152.7

146.9

STRATEGIC REPORT02

London Security plc Annual Report and Accounts 2023

Chairman’s statement

J-J. Murray, Chairman

FINANCIAL HIGHLIGHTS

Financial highlights of the audited results for the year
ended 31 December 2023 compared with the year
ended 31 December 2022 are as follows:

l revenue of £219.7 million (2022: £188.9 million);

l operating profit of £31.6 million (2022: £27.2 million);

l profit for the year of £23.3 million (2022: £20.2 million);

l cash of £32.7 million (2022: £34.0 million);

l earnings per share for the year of £1.90 (2022:

£1.65); and

l a dividend per share of £1.24 (2022: £0.84).

Trading review
The financial highlights illustrate that the Group’s revenue
increased by £30.8 million (16.3%) to £219.7 million and
operating profit increased by £4.4 million (16.2%) to
£31.6 million. These results reflect:

l the effect of input inflation which our companies initially
absorbed, but as it became clear that it was a longer
term trend we passed on appropriate price increases
to our customers;

l the positive impact of acquisitions in 2023 and the full year’s

trading of acquisitions in 2022;

l improved performance from our service business in

continental Europe;

l continued improvement from newer service offerings

(e.g. emergency lights and passive fire protection); and

l the movement in the Euro to Sterling average exchange

rate, which had a positive effect of £3.0 million on reported
revenue and £0.5 million on operating profit. A more
detailed review of this year’s performance is given in the
Financial Review and the Strategic Report.

Acquisitions
It remains a principal aim of the Group to grow through
acquisition. Acquisitions are being sought throughout Europe
and the Group will invest at prices where an adequate return
is envisaged by the Board. In the year under review, the Group
acquired two security businesses in Belgium. The Group has
also continued with the acquisition of service contracts from
smaller well-established businesses for integration into the
Group’s existing subsidiaries and has grown its presence in
Austria, the Netherlands, the United Kingdom and Germany.

Management and staff
2023 was a year in which the staff performed well and, on
behalf of the shareholders, I would like to express thanks and
appreciation for their contribution. The Group recognises that
we can only achieve our aims with talented and dedicated
colleagues who provide outstanding customer service in
every area of the business.

Jacques Gaston Murray
Mr. Murray sadly passed away on 7 June 2023. Mr. Murray
was appointed to the Board in January 2000, following his
acquisition of a controlling interest in the Company, and he
has had a prominent role in guiding the Company’s successful
performance and strategy since that time. The Board would
like to place on record its immense appreciation for the many
years of service that Mr. Murray dedicated to the Company.

Dividends
An exceptional one-off interim dividend in respect of 2023
of £0.82 per ordinary share was paid to shareholders on
7 December 2023. The Board is recommending the payment
of a final dividend in respect of 2023 at the same level as
2022 of £0.42 per ordinary share. This would be paid on
12 July 2024 to shareholders on the register on 14 June 2024
with the shares marked ex-dividend on 13 June 2024.

Future prospects
The markets in which we operate are entering what is likely to
be a period of low growth albeit with declining inflation from
high levels in 2023. The London Security Group however
has a healthy balance sheet, strong cash reserves and a
track record for good cash generation. The Board therefore
considers that the Group is well placed to weather any
downturn. We will also continue to invest in our future and the
Group plans to continue to grow through acquisitions.

Annual General Meeting
The Annual General Meeting (“AGM”) will be held at
2 Jubilee Way, Elland, West Yorkshire HX5 9DY, on
25 June 2024 at 11.30 am. The Company confirms that
shareholders are able to attend in person should they wish
to do so. However, we strongly encourage shareholders to
vote on all resolutions by completing the enclosed form of
proxy for use at that Meeting, which you are requested to
return in accordance with the instructions on the form.

J-J. Murray
Chairman
14 May 2024

STRATEGIC REPORTLondon Security plc Annual Report and Accounts 2023

STRATEGIC REPORT04

Financial review

London Security plc Annual Report and Accounts 2023

IN SUMMARY

l Our acquisitive strategy continues to add to

Group profitability.

l The fire security market is experiencing

increased competition.

l We are experiencing cost increases across all our
purchases, which is putting downward pressure
on margins.

l We will continue to pass on appropriate price

increases to our customers.

l We will continue to concentrate on the highest levels of

customer service.

Consolidated Income Statement
The Group’s revenue increased by £30.8 million (16.3%) to
£219.7 million. Operating profit increased by £4.4 million
to £31.6 million (16.2%). These results include the positive
movement in the Euro to Sterling average exchange rate,
which has decreased from 1.17 to 1.15. If the 2023 results
from the European subsidiaries had been translated at 2022
rates, revenue would have been £216.7 million instead of
£219.7 million, which would represent an increase of 14.7%
not 16.3% on the prior year. On the same basis, operating
profit would have been £31.0 million instead of £31.6 million,
an increase of 14.0% not 16.2% compared to 2022.

Inflation continued to have a major impact on the Group’s
operations in 2023. Inflation was initially driven by two world
events. Firstly, the world wide recovery from Covid-19 resulted
in a surge in shipping costs which drove increased supply
prices for us and our suppliers. Secondly, the destabilising
effect of the war in the Ukraine leading to increased energy
and food prices. This resulted in a high inflation shock across
all our markets which continued into 2023. While we initially
absorbed these costs we have had to continue to increase
our prices accordingly.

Central banks in our market reacted to high inflation with
successive interest rate increases to address this. Whilst it
is arguable whether this was the correct response given the
cause of inflation, especially in energy, what this has done is
dampen demand and depress growth. As a result, several of
the countries in which we operate have entered or are close to
recession. This will have an adverse effect on our customers’
investment plans.

Our acquisition teams were successful in finalising the
purchase of two fire and security businesses in 2023
in Belgium. In 2023 these new subsidiaries contributed
£0.9 million to the Group’s turnover. Further details are given
in note 27. We have also increased our presence in Germany,
the United Kingdom, the Netherlands and Austria through
the purchase of service contracts to be serviced through
our existing subsidiaries. Turnover also includes a full year’s
trading from the acquisitions we made in 2022, which
contributed an increase of £7.7 million.

The Group’s effective income tax rate of 26.2% is above the
UK corporation tax rate of 25% as most of the expense is
incurred in jurisdictions where the rate is higher.

Consolidated Statement of Financial Position
The Group continues to demonstrate consistently profitable
performance and strong cash conversion. This is illustrated
by a well-capitalised balance sheet with net cash and a
strong asset base. The Group ended the year with cash
of £32.7 million (2022: £34.0 million).

The Group’s total borrowings at the year end were
£0.5 million.

Included in the total figure above are loans of £0.1 million
which have been recognised on the acquisition of subsidiary
undertakings. These are set to be repaid equally over the
next two years.

Treasury management and policy
The Board considers foreign currency translation exposure
and interest rates to be the main potential treasury risks.
Treasury policies and guidelines are authorised and reviewed
by the Board.

Segmental reporting
The chief operating decision maker (“CODM”) for the London
Security Group has been identified as the executive Board,
as ultimately this function is responsible for the allocation of
resources and assessing the performance of the Group’s
business units. The internal reporting provided to the CODM
is a combination of consolidated financial information and
detailed analysis by brand.

The management information on which the CODM makes
its decisions has been reviewed and is deemed to be the
consolidated result for the Group. The Group’s companies
in different European countries operate under similar
economic and political conditions with no different significant
risks associated with any particular area and no exchange
control risks and the Group’s operations are managed on
a Pan-European basis with close operational relationships
between subsidiary companies. In addition, the nature of
products, services, production and distribution is consistent
across the region.

Accordingly, the Directors have concluded that under IFRS 8
the Group operates in a single geographical and market
segment and that there is a single operating segment for
which financial information is regularly reviewed by the CODM.

Key risks and uncertainties
The Group’s key risks and uncertainties are discussed in the
Strategic Report.

STRATEGIC REPORTLondon Security plc Annual Report and Accounts 2023

STRATEGIC REPORT06

Strategic report

London Security plc Annual Report and Accounts 2023

Principal activities
London Security plc is an investment holding company and
its Board co-ordinates the Group’s activities. The principal
activities of the Group are the manufacture, sale and rental
of fire protection equipment and the provision of associated
maintenance services.

S172 statement
The Board believes that the presence and requirements of a
longstanding controlling shareholder help focus the Group’s
strategy on long-term shareholder value creation. Decisions
are taken bearing in mind the effect on long-term growth in
revenue, operating profit and earnings per share.

Business model
The Group is a leader in Europe’s fire security industry.
We provide fire protection through our local presence in the
United Kingdom, Belgium, the Netherlands, Austria, France,
Germany, Denmark and Luxembourg. More detail on our
revenue streams can be found in the revenue recognition
section of our accounting policies.

The Group’s services and products are commercialised
through well and long-established brands such as Nu-Swift,
Ansul, Premier and Master. The unique styling of our products
makes them immediately recognisable to both the industry
and customers alike.

The Group aims to achieve the highest levels of service
and product quality through continued training of our
employees to the most stringent servicing standards and
the development of the highest performance-rated fire
products. The Group continues to build on its reputation for
service excellence and quality to develop a “safety solutions”
business with a well-diversified and loyal customer base.

Business review and results
The Consolidated Income Statement shows a profit
attributable to equity shareholders of the Parent Company
for the year ended 31 December 2023 of £23.3 million
(2022: £20.2 million). The Group’s results are discussed in
detail in the Financial Review. The Group paid dividends in
the year of £15.2 million comprising a final dividend in respect
of the year ended 31 December 2022 of £0.42 per ordinary
share and an interim dividend of £0.82 per ordinary share in
respect of the year ended 31 December 2023. The Board
is recommending the payment of a final dividend in respect
of the year ended 31 December 2023 of £0.42 per ordinary
share. The Group ended the year with net assets of
£152.3 million (2022: £145.9 million).

Key performance indicators
Given the straightforward nature of the business, the
Company’s Directors are of the opinion that the analysis
of revenue, operating profit and earnings per share are the
appropriate KPIs for an understanding of the development
and performance of the business. The analysis of these
KPIs is included in the Chairman’s Statement and the
Financial Review.

Our employees are vital in delivering the highest levels of
service in order to mitigate the downward pressure on prices
in our market. We involve and listen to employees to maintain
strong employee engagement and retain talented people.
We have a number of employee representative groups across
Europe to facilitate this. Investment in our workforce through
ongoing training is seen as essential to keep up to date with
evolving legislation and protect the business from competition.

The Directors recognise the need to foster business
relationships with suppliers and customers. We aim to
have an open, constructive and effective relationship with
all suppliers, including site visits by our staff to ensure
supply chain sustainability, responsible sourcing and
supply chain resilience.

The Directors consider the impact of the Group’s operations
on the environment. In recent years many of our product
innovations have been focused on limiting our environmental
impact. We have a long list of accreditations, including
ISO 9001 and ISO 14001.

The interests of different stakeholders may not always be
totally compatible. Therefore, the Group has to weigh up the
needs and requirements of all stakeholders and attempt to
find the right balance where decisions may affect more than
one stakeholder. The Group remains ethical in its dealings
with stakeholders and attempts to keep stakeholders
informed of relevant business decisions. The likely
consequences of all our long-term decision making is
part of our ongoing management process.

The culture of the business is one of support and
inclusiveness with the aim of ensuring our business
is sustainable in the long run. We aim to be an equal
opportunities employer and deal fairly with all stakeholders.
Robust procedures are in place for conflict resolution.

To maintain a reputation for high standards of business
conduct our website, www.londonsecurity.org, explains our
approach to the ten principles set out in Section 3 of the
Quoted Companies Alliance Corporate Governance Code
issued in 2018.

STRATEGIC REPORTLondon Security plc Annual Report and Accounts 2023

To limit the effect of the majority shareholder, the Parent
Company and EOI Fire SARL entered into a Services
Agreement dated 10 December 1999 in which EOI Fire
SARL provided certain assurances to the Parent Company
with regard to its relationship with the Parent Company.
The agreement confirms that the business and affairs of
the Parent Company shall be managed by the Board in
accordance with the Parent Company’s memorandum
and articles of association and with applicable laws
and all relevant statutory provisions for the benefit of
the shareholders as a whole. Any transactions or other
relationships between any member of the EOI Fire SARL
group and the Parent Company would be at arm’s length
and on a normal commercial basis. The Directors declare
their interest and take no part in decisions where appropriate.

Board performance
The Board is measured primarily with reference to the
Group’s financial performance and the suitability of the Group
to deliver strong results in the future. In recent years the
financial performance of the Group has been strong, which
has encouraged the Board to believe that its membership is
appropriate. The Board also considers that the stability of its
membership over recent years has been a major contributor
to the Company’s success. The Chairman evaluates the
Board performance informally on a regular basis and formally
at least twice per year.

Principal risks and uncertainties
Supply chain disruption. Many of our components are
sourced from China. The response by the Chinese
government to continuing Covid-19 outbreaks there in
2023 through further lockdowns had the possibility to
disrupt production. The recovery of the rest of the world
from Covid-19 also caused a surge in demand for shipping
capacity, which resulted in delayed and increased lead
times. These difficulties eased during 2023 as the Chinese
government abandoned their “Zero Covid” approach.
However, supply of product from the Far East is now subject
to disruption by rebels in Yemen targeting shipping in the
Red Sea. This has led most shipping companies to divert
round Africa rather than risk attack on the way to the Suez
Canal. This is leading to inflation in the cost of shipping and
lengthening lead times again. The Group has mitigated the
consequences of this by continuing to hold high stock levels
which has ensured we always have capacity to supply the
full range of products to our engineers. The Group is starting
to diversify supply of components away from the Far East.
Importantly, we maintained our in-house manufacture of
finished product, utilising factories in the United Kingdom
and Belgium.

Inflation. Various factors beyond our control have caused
increased prices across all our inputs. While we initially chose
to absorb these increases, it became clear that these were
not transitory pressures. We have responded by increasing
our sales prices and remaining in dialogue with our customers
to explain our decision. Inflation has reduced during the
latter half of 2023 but remains above central bank targets.
The forecast from most commentators is for further falls in
inflation in 2024.

Recruitment. We have experienced some difficulty in
recruitment since the ending of the pandemic in common with
many other sectors. There is resistance to return to previous
work patterns at previous wage levels. This, coupled with the
inflation present in all the countries in which we operate, has
resulted in higher wages.

Business confidence. There are challenging economic
conditions in Europe. All European countries are expected
to endure a period of negative or minimal growth during
2024 which will reduce demand. However, the nature of our
products and services should insulate the Group from the
worst of this. The experience of the 2008 financial crisis and
the Covid-19 pandemic in 2020 and 2021 showed this may
not be too serious. We are seeing a reduced willingness of our
customers to invest in upgrading or installing new systems.
The Group has a strong capital base and liquidity position to
weather these conditions.

Increased competition. The fire protection market in Europe
is highly competitive and there are minimal barriers to entry
to those smaller businesses offering a lower price service.
However, the Group has built the reputation of its operating
subsidiaries on quality by providing service levels recognised
as being the best in the industry. The Group is able to offer
its customers the certainty of supply and compliance with all
relevant safety legislation at an appropriate price. We invest
in our workforce through ongoing training to keep up to date
with legislation.

Growth through acquisition is an important strategy of
the Group. A potential risk is not identifying unsuitable
acquisitions that fail to meet the investment case and would
be disruptive to integrate into the Group. This risk is mitigated
by formal review by the investment committee prior to an
offer being made. Following acquisition, the integration team
implements the integration plan and monitors performance
against that plan.

STRATEGIC REPORT08

London Security plc Annual Report and Accounts 2023

Strategic report continued

NON FINANCIAL AND SUSTAINABILITY
INFORMATION STATEMENT

Introduction
The escalating effects of climate change on global markets
demand increased transparency and anticipatory planning
in our financial reporting. We are fulfilling our reporting
obligations as mandated by the Companies Act Climate-
related Financial Disclosure (CFD) regulations, marking this
year as our first year of compliance. Our aim is to provide our
stakeholders with a detailed evaluation of the potential risks
and opportunities climate change poses to our operations.
As an international organisation, acknowledging and
addressing the effects of climate change on our business
is essential.

The CFD framework is comprised of eight specific disclosure
mandates, centred around the four areas of governance,
strategy, risk management, and metrics and targets.
This framework covers the disclosure of both physical
and transition risks linked to climate change, guiding us in
reporting governance structures, strategic responses, risk
management processes, and climate-related metrics and
targets. By implementing CFD practices, we can strengthen
our defences against climate-related risks whilst harnessing
climate-related opportunities, fostering transparency with
our stakeholders. This approach not only supports informed
decision-making but also promotes sustainable practices.

Governance
Through the development of this CFD disclosure, we have
gained valuable insights into the importance and relevance of
climate-related risks and opportunities to the Group. During
previous reporting years, we deemed climate-related risks as
insignificant to the Group, resulting in the Board not reviewing
them within the current risk management framework.
Formal roles for climate risk and opportunity identification,
consideration and management have not yet been defined,
and frequency of climate meetings has also not yet been
determined. However, this year we have made significant
progress by appointing Richard Pollard, our Company
Secretary, to lead our climate change policy initiatives.
This marks an important step towards integrating climate
considerations into our strategic planning.

Future Plans
We recognise the potential for improvement in our approach;
in 2024 we will make steps towards creating a dedicated
committee made up of individuals in differing roles throughout
the Group, who will have responsibility for the identification,
assessment, and management of climate-related risks
and opportunities. This committee will be responsible for
keeping the Board informed, ensuring that climate-related
risks and opportunities are eventually integrated into our
risk management framework and business strategy. Details
on the frequency and delivery method of the committee’s
outcomes to the Board for consideration are currently still
being determined.

Risk Identification and Management
While developing this CFD, our team worked alongside
McGrady Clarke, an external sustainability consultant, to
identify relevant climate-related risks and opportunities at
Group level. The first stage of identifying climate risk involved
creating an extensive list, featuring 37 climate-related risks
and 31 potential opportunities. The likelihood and severity
of each identified climate-related risk and opportunity was
assessed. The insights gained from this evaluation were
instrumental in formulating a more targeted list of the most
significant risks and opportunities, which have been assessed
using qualitative scenario analysis.

Future Plans
At present, these identified climate risks and opportunities are
not being actively managed, and are not currently integrated
into our overall risk management process. However, we
plan to integrate climate-related risks into our typical risk
management process in the future and to designate specific
roles and committees to hold these responsibilities. In our
general risk management strategy, risks are only considered
at Group level and are not considered by individual
subsidiaries. We will develop a specific plan to monitor
these risks at Group level in the future, and will fully review
our climate scenario analysis at least every three years as
per BEIS guidance. As with non-climate-related risks, it is
expected that climate-related risks will be considered by the
Board during biannual meetings.

Strategy
Time Horizons
We have chosen our time horizons for climate-related
risks and opportunities analysis to be as presented in the
table below.

Time Horizon

Short

Medium

Long

Period

Present – 2030

2031 – 2050

2051 – 2080

We have chosen the timeframe from now until 2030 as our
short-term time horizon, as it aligns with the pressing nature
of climate impacts and policy actions. This timeframe will
allow us to adjust our strategies in light of the rapidly evolving
environmental and regulatory landscapes.

Our medium-term time horizon, from 2031 to 2050, has
been selected to align with significant climate milestones,
particularly the globally widespread target of attaining
Net Zero emissions by 2050. This period offers a strategic
framework for evaluating the diverse impacts of climate
commitments, allowing us to track progress and refine our
strategies towards a sustainable, low-carbon future.

STRATEGIC REPORTLondon Security plc Annual Report and Accounts 2023

Disclosure of Assumptions and Estimates
In our qualitative scenario analysis, we have employed SSP
scenarios as fundamental assumptions to assess the potential
impacts of climate change, covering a range of economic,
environmental, and societal trends. These scenarios provide
a solid framework for projecting potential impacts over
different timeframes, supporting strategic planning and
risk assessment. It is imperative to acknowledge that these
estimates, grounded in current scientific understanding,
involve uncertainties due to the complex and evolving nature
of climate change, and how regions and organisations
respond to this. We have assumed that the global geography
of the Group will remain largely unchanged over time.

Climate-related Risks and Opportunities
The most significant climate-related risks and opportunities,
along with their anticipated impacts on our business within
different climate scenarios, is summarised in the tables below.
Each risk has been classified either as physical (acute and
chronic) or transitional (policy and legal, technology, market,
and reputation). The chosen risks and opportunities aim
to address various climate considerations relevant to our
operations; however, it is important to recognise that not all
material climate-related risks and opportunities have been
captured below. We have chosen those most applicable to
the Group in terms of potential impact and likelihood, ensuring
a range of categories were considered. The climate-related
risks and opportunities list will be re-evaluated and monitored
in future reporting years.

Choosing our long-term horizon as 2051 to 2080 enables
a thorough examination of the lasting effects and obstacles
of climate change, aligning with significant policy milestones
previously mentioned. This extended period offers vital
insights into potential long-term environmental, societal,
and economic changes, informing sustainable planning
and adaptation strategies for the distant future.

Climate Scenarios
To evaluate our most significant list of climate-related risks
and opportunities, we employed the Shared Socioeconomic
Pathways (SSPs) from the Intergovernmental Panel on Climate
Change’s (IPCC) sixth assessment report. Developed through
global co-operation among climate scientists, economists,
and energy system modellers, these pathways inform our
qualitative scenario analysis.

SSP1 ‘Sustainability’
SSP1 envisages swift and substantial reductions in
global greenhouse gas emissions, aligning with the Paris
Agreement’s aim of keeping global warming below 2°C above
pre-industrial levels. This scenario involves strict climate
policies and increased co-operation across local, national,
and international levels to boost sustainability efforts.

SSP3 ‘Regional Rivalry’
SSP3 describes a future with increased nationalism, regional
conflicts, environmental degradation, and a moderate rise
in greenhouse gas emissions. This scenario sees minimal
international collaboration, uneven technological progress,
and inconsistent efforts to combat climate change across
nations. It anticipates escalating disputes over resources,
potentially leading to relaxed environmental laws and a greater
dependence on fossil fuels, which could diminish investment
in renewable energy sources.

SSP5 ‘Fossil-Fuelled Development’
SSP5, deemed unlikely, portrays an extreme scenario of
economic expansion driven by fossil fuels, resulting in high
greenhouse gas emissions and severe environmental harm.
Support for eco-friendly initiatives decreases, with urban
development and fossil fuels prioritised over environmental
conservation. Advanced technologies are expected
to be relied upon to mitigate the severe environmental
consequences in this scenario.

STRATEGIC REPORT10

London Security plc Annual Report and Accounts 2023

Strategic report continued

Climate-related Risks and Opportunities continued
Currently, there are no noted actual impacts from the climate-related risks or opportunities identified in this disclosure, except
from enhanced emissions-reporting obligations, such as this CFD.

Climate-Related Risks and Opportunities

Transition
Risks

Policy and
Legal

Enhanced emissions-
reporting obligations

SSP 1

2030

High

2050

2080

Very High High

SSP 3

2030

High

SSP 5

2050

2080

2030

Medium Medium High

2050

Low

2080

Medium

Technology Increased cost of

Low

Medium Medium Medium Very High Very High Medium High

High

Market

Reputation

Physical
Risks

Acute

raw materials

Increase in
competitors

Loss of clients due to
poor environmental
performance (e.g.,
low performance on
carbon reduction)

Increased severity/
frequency of
extreme weather
events – logistics
and materials

Low

Medium Medium Medium High

High

Medium High

High

Very High High

High

Medium Low

Low

High

Medium Medium High

Very High Medium High

Very High

Chronic

Rising sea levels

Low

Medium Medium Low

Medium Medium

Opportunities Energy
Systems

Use of supportive
policy incentives

Low

Medium Low

Low

Medium Low

Medium Medium

Medium High

High

Medium Medium High

Medium High

Very High

Medium High

High

Low

Medium Very High Very High

High

Very High Very High High

Low

Medium High

Medium Medium

Products
and Services

Development of new
products or services
through R&D and
innovation

Markets

Access to new
geographical markets

Increased demand
for services of
companies that
have positive
environmental
credentials

Very High

It is very likely that the climate-related risk/opportunity will become significant and financially material to London Security plc.

High

It is likely that the climate-related risk/opportunity will become significant and financially material to London Security plc.

Medium

It is an average chance that the climate-related risk/opportunity will become significant and financially material to London Security plc.

Low

It is unlikely that the climate-related risk/opportunity will become significant and financially material to London Security plc.

Very Low

It is very unlikely that the climate-related risk/opportunity will become significant and financially material to London Security plc.

STRATEGIC REPORTLondon Security plc Annual Report and Accounts 2023

Climate-related Risks
Climate-related Risk Scenario

2030

High

Time Horizon

2050

Very High

2080

High

Enhanced
emissions-
reporting
obligations

SSP 1

SSP 3

SSP 5

As Europe advances towards Net Zero targets, it is likely that the government will heighten emissions reporting
requirements. This risk reduces beyond 2050 as targets are met and global temperatures decline. There could potentially
be an increase in regulatory scrutiny and operational costs. Non-compliance could lead to financial penalties.

High

Medium

In the later stages of this scenario, governments may assign less significance to climate change due to arising conflicts and
geopolitical tensions, resulting in reduced demand for emissions reporting. There could still be an increase in regulatory
pressures and expenses, which could strain our financial resources.

High

Low

Medium

Governmental attention on climate change is expected to decrease, reducing pressure on companies for sustainability
reporting. However, some emissions-reporting obligations may persist as climate change effects intensify later in the
century. This risk could drive innovation and market demand for alternative solutions within our sector, potentially prompting
us to proactively adopt cleaner technologies and products to meet regulatory requirements.

Low

Medium

SSP 1

Climate fluctuations may affect the availability of resources, potentially leading to increased costs as a consequence
of decreased supply and increased demand. The increased cost of raw materials could strain our operational budget.

Medium

Very High

Increased cost of
raw materials

SSP 3

In a divided world, resources will become more segregated with less international trading and companies unwilling to share.
This heightened global tension will also exacerbate logistical challenges in material transportation, consequently driving up
costs. The increased cost of raw materials could pose considerable challenges, potentially forcing us to re-evaluate our
product pricing and procurement strategies to mitigate financial strain.

Medium

High

An emphasis on industrial and technological advancement will drive up the demand for materials essential to London
Security products, consequently leading to price spikes. This may prompt us to explore innovative solutions and sustainable
sourcing practices, potentially leading to investments in alternative materials or technologies to maintain operational
efficiency and competitive pricing.

Low

Medium

As climate change becomes more prevalent, there is a likelihood that companies may exploit the growing demand for fire
safety products. This could lead to the emergence of new businesses that would rival our company. This could intensify
market competition which has the potential to reduce our customer base. We could enhance our product differentiation
and customer engagement strategies to maintain market share.

Medium

High

In a fragmented and localised world where there’s a heightened frequency and severity of fires, the demand for fire
security measures is expected to rise. This might necessitate us to adapt swiftly by innovating our services and refining our
marketing approaches to stay relevant and competitive.

Medium

High

In a scenario with a probability of much higher frequency of fires, the surge of technological advancements may catalyse the
emergence of new competitors in the fire security industry. This may compel us to strengthen our technological capabilities
and diversify our products, to stay competitive and secure our position in a dynamic market.

SSP 5

SSP 1

SSP 3

SSP 5

Increase in
competitors

STRATEGIC REPORT12

London Security plc Annual Report and Accounts 2023

Strategic report continued

Climate-related Risks continued

Climate-related Risk Scenario

2030

High

Time Horizon

2050

Very High

2080

High

Loss of clients
due to poor
environmental
performance
(e.g. low
performance on
carbon reduction)

Increased
severity/frequency
of extreme weather
events – logistics
and materials

SSP 1

SSP 3

SSP 5

SSP 1

SSP 3

SSP 5

SSP 1

With a strong emphasis on sustainability, failure to meet the growing consumer demand for products by businesses with
high environmental performance could lead to reputational damage, client loss and decreased market trust. This may
urge us to prioritise sustainable practices and invest in eco-friendly solutions to retain clients and remain competitive in
an increasingly environmentally conscious market.

High

Medium

Low

In an environment rooted in nationalism and division, climate-related performance is likely not a priority to the majority of
consumers. However, the risk of losing clients could still require a strategic shift towards greener operations to mitigate
client attrition and maintain long-term viability.

Medium

Low

With a preference shift to technological advancements, positive environmental performance is less likely to be considered
by consumers when making decisions in this scenario. Nevertheless, this risk may encourage us to prioritise sustainability
initiatives and invest in eco-friendly solutions, aiming to retain current clients and appeal to environmentally conscious
customers, thus upholding our reputation as a responsible corporate entity.

Low

High

Medium

In this scenario, global temperatures are projected to reach their peak around 2050. This heightened temperature may
elevate the probability of extreme weather events, potentially disrupting international sea freight shipping routes, disrupting
our logistics and access to materials. To minimise the likelihood of encountering this risk, it is imperative that we adopt
resilient strategies for sustaining consistent manufacturing, storage and distribution practices.

Medium

High

Very High

As global temperatures rise, the severity of storms at sea is expected to intensify over time. This escalation could disrupt
global logistics routes, affecting our material supply chains. We should implement resilient strategies to adapt our supply
chain management practices accordingly.

Medium

High

Very High

Increased extreme weather events may significantly disrupt businesses, particularly sea freight operations, leading to
delays, damages, and increased costs associated with navigating unpredictable and hazardous conditions at sea. This
risk could compel us to implement resilient strategies to ensure uninterrupted manufacturing of our products and drive
innovation in our supply chain management.

Low

Medium

Whilst sea levels are forecasted to increase, just one of our sites in the Netherlands is anticipated to be impacted. This could
potentially result in heightened risks of flooding and property damage, thus prompting ongoing governmental investments in
coastal protection measures. This could harm our finances due to property damage and increased insurance costs.

Low

Medium

Rising sea levels

SSP 3

Despite increased sea level rises, only the previously mentioned Netherlands office is likely to be affected. There are likely to
be more complications with office relocation if necessary, due to political and socioeconomic struggles, with a reduction in
investments towards sea defences. Failure to mitigate flooding before damaging effects could result in financial damage due
to loss of property.

Low

Medium

SSP 5

There is expected to be the largest and most rapid sea level rise, affecting the Netherlands office faster. There will be an
arms race between rapid technological advances and rising sea levels. This could financially impact us through the potential
requirement to move to safer locations and increased insurance for our offices in at-risk areas.

STRATEGIC REPORTLondon Security plc Annual Report and Accounts 2023

Climate-related Opportunities
Climate-related
Opportunity

Scenario

2030

Low

Time Horizon

2050

Medium

2080

Low

Use of supportive
policy incentives

SSP 1

SSP 3

To support companies that aid in the mitigation of climate change, it is expected that governments will provide financial
support to enable the expansion of operations and research and development. Increased investment could allow us to
boost our research and development. This is forecast to reduce after 2050 as global temperatures drop slightly.

Low

Medium

During the highest points of global political tension, financial aid may be focused elsewhere. A decline in conflict until 2080
will increase the likelihood of financial support to fire security companies. Therefore, the opportunity of financial gain is
higher towards the end of this scenario.

Low

Medium

SSP 5

With climate change at its most severe, the need for fire security will increase, therefore increasing the benefit to a
government by providing financial support. This could result in financial gain for our company.

Development of
new products or
services through
research and
development and
innovation

Access to new
geographical
markets

Increased demand
for services of
companies that
have positive
environmental
credentials

SSP 1

SSP 3

SSP 5

SSP 1

SSP 3

SSP 5

SSP 1

SSP 3

SSP 5

Medium

High

As the impacts of climate change escalate, there will be a growing need for innovative solutions in fire security, prompting
increased demand for new products and services developed through R&D and innovation. We could capitalise on this
opportunity by investing into R&D, placing us at the forefront of future fire security development, allowing us to gain a
competitive edge.

Medium

High

In a fragmented world, the development of new products through R&D and innovation will be localised; however, this still
presents as an opportunity to us. In particular, there is the chance to produce technological advancements tailored to
diverse country/market needs and niches. We can benefit from this in the localised areas which require the development
of new fire security products, which could allow us entry to new geographical markets.

Medium

High

Very High

In a technology driven world, there is high demand for the creation of more efficient and reliable fire security technology and
services. It will be vital to stay ahead of competitors by leveraging emerging technological advances. By staying ahead of
competitors, we can continue serving as market leaders, which represents increased financial and reputational gain.

Medium

High

As climate change progresses and fires become more frequent and severe, there is an anticipation of an expanded demand
for our products in previously untapped geographical markets, which can lead to an increased customer base and more of
the market. This is attributed to the broader spectrum of locations that will necessitate enhanced fire safety measures due
to the effects of climate change.

Low

The potential for this opportunity may be hindered by increased nationalism and reduced collaboration among international
markets, despite the escalation of fires and increased frequency of extreme weather events due to worsening climate
change. There is a decreased opportunity to gain new customers in this scenario.

Medium

Very High

In this scenario, fire security demand will be at its highest, with increased collaboration between countries to mitigate the
arising fire prone environments. It will be important for us to exploit this opportunity and expand our operations to new
markets, increasing our number of clients.

High

Very High

There is expected to be a rise in demand for positive environmental credentials, driven by global efforts to reduce carbon
emissions and tackle climate change, which will likely make our clients prefer companies committed to sustainability.
Exploiting this opportunity could allow us to build our client base, retaining and attracting new customers, and expanding
our operations to match.

High

Low

Medium

Due to increasing social and geopolitical conflicts, there is a diminished focus on sustainability, likely leading to a decreased
desire to work with companies for their positive environmental credentials. Through achieving this opportunity, we may end
up in a niche catering to those who would still prefer environmentally conscious companies.

High

Medium

There is expected to be a focus on economic growth with a reliance on fossil fuels, so there will not be a widespread
demand for services from companies with positive environmental credentials; however, there will still be entities preferring
this. By capitalising on this opportunity, we could carve out a market catering to individuals who prioritise environmentally
conscious businesses even in an economy-driven world.

STRATEGIC REPORT14

London Security plc Annual Report and Accounts 2023

Strategic report continued

Resilience of our Business Model
We have now completed the qualitative scenario analysis
regarding material climate-related risks and opportunities and
will continue to review this at least every three years, or sooner
if there are significant changes to the business operations or
underlying assumptions.

Following this assessment, we believe our business
model and overall business strategy is resilient to the
aforementioned risks.

In the short-term time horizon, we are open to adjusting
our operations in response to environmental policies and
exploring options for mitigation. The three climate scenarios
offer us the potential of unlocking new markets and engaging
customer segments with an interest in eco-friendly services.

The more distant time horizons will afford us sufficient time
to adapt and evaluate a broad array of mitigation measures
regarding increased material costs and exposure to
physical risk.

As we begin to integrate sustainability more within the
business, we expect to become more resilient to climate-
related risks and embrace climate-related opportunities
going forward.

Metrics and Targets

Global Carbon Footprint Assessment Results
For 2022 and 2023, we have collaborated with McGrady
Clarke, an external sustainability consultancy, to calculate our
global carbon footprint across the Group, in accordance with
Greenhouse Gas (“GHG”) Protocol guidelines. The results
from the carbon footprint assessments for the two reporting
years are detailed in the table below.

COMPANY INFORMATION

Company advisers
Company Secretary and registered office
Richard Pollard
Premier House
2 Jubilee Way
Elland
West Yorkshire HX5 9DY

Registered number
00053417

Chartered accountants and statutory
independent auditor
Grant Thornton UK LLP
No.1 Whitehall Riverside
Leeds LS1 4BN

Registrars
Link Group
Unit 10 Central Square
29 Wellington Street
Leeds LS1 4DL

Stockbrokers and
nominated advisers
WH Ireland Limited
24 Martin Lane
London EC4R 0DR

CORPORATE GOVERNANCELondon Security plc Annual Report and Accounts 2023

Report of the Directors

The Directors present their report and the audited Group
and Parent Company financial statements for the year ended
31 December 2023. Future developments in the business
and dividends paid and proposed are discussed in the
Strategic Report. The Group’s financial risk management
policy is discussed in the Financial Review.

Directors
The Directors of the Parent Company, all of whom served
during the whole of the year ended 31 December 2023,
and up to the date of signing the Group and Parent Company
financial statements, were:

Executive Directors
J-J. Murray, X. Mignolet and E. Sebag.

Non-Executive Directors
J-P. Murray, M-C. Leon and H. Shouler.

J-P. Murray and X. Mignolet retire by rotation and, being
eligible, offer themselves for re-election at the Annual
General Meeting.

Brief biographical details of the Directors are set out
on page 17.

Directors’ liability insurance
The Parent Company has maintained a Directors’ qualifying
third-party indemnity policy throughout the financial year
and up to the date of signing the financial statements. Neither
the Company’s indemnity nor insurance provide cover in the
event that a Director is proved to have acted fraudulently
or dishonestly. No claims have been made under either the
indemnity or insurance policy.

Substantial shareholdings
At 14 May 2024, the Parent Company had been notified of the
following interests of 3% or more in its share capital:

EOI Fire SARL

Tristar Fire Corp.

Number Percentage of
share capital
of shares

9,861,954

80.44%

2,256,033

18.40%

Insofar as it is aware, the Parent Company has no institutional
shareholders.

J-J. Murray, J-P. Murray and M-C. Leon are Directors
of London Security plc as well as Tristar Fire Corp.

Corporate culture and ethical values
The Group has a long-established heritage and reputation
based on sound ethical values and the Board considers this
to be of great ongoing value. Many companies within our
market sector envy our reputation and we frequently optimise
this commercially and by attracting new staff.

We have a long list of accreditations, including ISO 9001 and
ISO 14001.

We pride ourselves on providing our staff with a good working
environment within a strong ethical culture. The local staff
handbooks are regularly reviewed by the senior operations
teams and are provided to all staff on commencement of
employment and are available at all times via a Company
intranet site. The Group has a large number of long-serving
staff members, many with 30 years’ plus service, which is a
testament to our working culture.

Health, safety and the environment
The maintenance and improvement of working standards to
safeguard the health and wellbeing of staff and customers
alike is a continuing priority. Health and Safety Officers are
appointed at each Group location and they receive periodic
training to keep abreast of both legislative requirements and
technological advances. It is Group policy to operate in a
reasonable manner with regard to the environment.

Employment of disabled persons
The Group is committed to employment policies that follow
best practice based on equal opportunities for all employees
and offer appropriate training and career development
for disabled staff. If members of staff become disabled,
the Group continues employment wherever possible and
arranges retraining if required.

Employee involvement
The Group recognises the need to ensure effective
communications with employees to encourage involvement in
the Group’s performance and achieve a common awareness
of factors affecting that performance. Policies and procedures
have been developed to suit the needs of each subsidiary
undertaking, which take into account factors such as
numbers employed and location and include newsletters
and communication meetings.

Payment to suppliers
The Parent Company and Group agree payment terms with
all suppliers when they enter into binding purchase contracts.
The Group seeks to abide by the payment terms agreed
with suppliers whenever it is satisfied that the supplier has
provided the goods or services in accordance with the
agreed terms and conditions. The Group does not follow any
standard or external code which deals specifically with the
payment of suppliers.

At 31 December 2023, Group average creditor days were
38 days (2022: 38 days). The Parent Company had no trade
creditors at either year end.

Stakeholder engagement
Also refer to the S172 statement in the Strategic Report for
further details.

CORPORATE GOVERNANCE

London Security plc Annual Report and Accounts 2023

Report of the Directors continued

Stakeholder engagement continued
Engaging with our stakeholders is key to our success and
delivering our strategy. We have various mechanisms that
enable the Board and management to understand and consider
stakeholder views as part of their decision making. The key
stakeholder groups and the ways in which we engage with
them are set out below:

Customers – feedback from customers enables us to develop
service plans and products that better meet their needs.
Our engineers interact with customers on a daily basis.
When customers need extra support our customer service
team is available to offer assistance.

Suppliers – we work with suppliers worldwide which provide
products that support us in delivering high-quality and
safe products for our customers. We aim to have an open,
constructive and effective relationship with all suppliers including
site visits by our staff.

Investors – we maintain regular dialogue with investors to
communicate our strategy and performance in order to promote
investor confidence and ensure our continued access to capital.
We use our website to facilitate distribution of our results and
news. There is an AGM open to all investors.

Employees – the Group recognises the need to ensure effective
communications with employees to encourage involvement in
the Group’s performance and achieve a common awareness
of factors affecting that performance. Policies and procedures
have been developed to suit the needs of each subsidiary
undertaking, which take into account factors such as
numbers employed and location and include newsletters and
communication meetings. We involve and listen to employees
to maintain strong employee engagement and retain talented
people. We consult employees or their representatives on a
regular basis so that their views can be taken into account
in making decisions which are likely to affect their interests.
We have a number of employee representative groups across
Europe to facilitate this. We encourage the involvement of our
employees in the performance of their Company by linking their
remuneration to a series of incentive schemes.

Environment – the Group has a long-established heritage
and reputation based on sound ethical values and the Board
considers this to be of great ongoing value. In recent years,
many of our product innovations have been focused on limiting
our environmental impact. We have a long list of accreditations,
including ISO 9001 and ISO 14001.

Streamlined energy and carbon reporting
The Companies Act 2006 (Strategic Report and Directors’
Report) Regulations 2013 amended the Large and Medium-
sized Companies and Groups (Accounts and Reports)
Regulations 2008 to require large UK companies to report
information on greenhouse gas emissions in their directors’
reports. The Directors have concluded that no reporting is
required as none of the Group’s UK companies are large
companies, its overseas entities are not in scope for this
reporting and London Security plc itself is a low energy user.

Non financial and sustainability information statement
This is disclosed within the Strategic Report.

Donations
The Parent Company and the Group made no political
donations during the year (2022: £Nil) and made charitable
donations of £1,000 (2022: £1,000).

Future developments
Future developments are discussed in the Chairman’s
Statement and in the Strategic Report.

Post balance sheet events
Subsequent to the year end, the Group has completed the
acquisition of further service contracts for a total of £922,000
(2022: £2,480,000).

Dividends
Dividends are discussed in the Chairman’s Statement.

Purchase of own shares and authorities to
issue shares
During the year the Company purchased 1,100 shares with
a nominal value of 1 pence each at a total cost of £33,000.
(2022: 500 shares with a nominal value of 1 pence each at
a total cost of £13,000). These shares were held in Treasury
and subsequently cancelled.

As at 14 May 2024 there remained outstanding general authority
for the Directors to purchase a further 498,900 ordinary shares.
Resolution 8 is to be proposed at the Annual General Meeting to
extend this authority until the 2025 Annual General Meeting.

The special business to be proposed at the 2024 Annual
General Meeting also includes, in resolution 7, a special
resolution to authorise the Directors to issue shares for cash,
other than pro rata to existing shareholdings, in connection
with any offer by way of rights not strictly in accordance with
statutory pre-emption rights or otherwise, up to a maximum
nominal value of £6,130, being 5% of the Parent Company’s
issued ordinary share capital. This authority will expire on the
earlier of the date of next year’s Annual General Meeting or
15 months after the passing of the resolution. The passing of
that resolution is subject to resolution 6, an ordinary resolution,
being approved to authorise the Directors to have the power
to issue ordinary shares.

Going concern statement
The Directors have prepared these financial statements on the
fundamental assumption that the Group is a going concern
and will continue to trade for at least 12 months following the
date of approval of the financial statements, being the period
to 30 June 2025. In determining whether the Group’s accounts
should be prepared on a going concern basis, the Directors
have considered the factors likely to affect future performance.
The Board approved a budget for 2024 and forecasts to
June 2025 (together “the base case budget”) based on the
experience gained during the course of 2023.

CORPORATE GOVERNANCELondon Security plc Annual Report and Accounts 2023

The Group’s business activities, together with factors likely to
affect its future development and performance, are described
in the Strategic Report. At 31 December 2023, the Group
held cash and cash equivalents of £32.7 million. Total debt at
31 December 2023 was £0.5 million.

The base case budget includes significant cash headroom
throughout the period.

The Directors have also modelled sensitivities to the base
case budget around revenue decline and input inflation
increases and demonstrated that the Group would still
expect to have significant cash headroom after applying
these sensitivities. A reverse stress test was performed to
evaluate the decline in revenue required to query the going
concern statement but the decline was so significant as to be
implausible. To the extent that there is a significant downturn
in trading compared with expectations, the Directors are
satisfied that mitigating actions could be taken, if necessary,
including suspending dividend payments.

Accordingly, the Directors have a reasonable expectation
that the Company has adequate resources to continue in
operational existence for the foreseeable future and are
satisfied that it is appropriate to adopt the going concern
basis in preparing the financial statements.

Statement of Directors’ responsibilities in respect
of the financial statements
The Directors are responsible for preparing the Annual 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 prepared the Group financial statements
in accordance with UK adopted international accounting
standards and Parent Company financial statements in
accordance with United Kingdom Generally Accepted
Accounting Practice (United Kingdom Accounting Standards,
comprising FRS 102 “The Financial Reporting Standard
applicable in the UK and Republic of Ireland”, 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 Group and
Parent Company and of the profit or loss of the Group and
Parent Company for that period. In preparing the financial
statements, the Directors are required to:

l select suitable accounting policies and then apply them

consistently;

l state whether applicable UK adopted international

accounting standards have been followed for the Group
financial statements and United Kingdom Generally
Accepted Accounting Practice has been followed for
the Parent Company financial statements, subject to
any material departures disclosed and explained in the
financial statements;

l make judgements and accounting estimates that are

reasonable and prudent; and

l prepare the financial statements on the going concern basis
unless it is inappropriate to presume that the Group and
Parent Company will continue in business.

The Directors are responsible for keeping adequate
accounting records that are sufficient to show and explain
the Group and Parent Company’s transactions and disclose
with reasonable accuracy at any time the financial position
of the Group and Parent Company and enable them
to ensure that the financial statements comply with the
Companies Act 2006.

The Directors are also responsible for safeguarding the assets
of the Group and Parent Company and hence for taking
reasonable steps for the prevention and detection of fraud
and other irregularities.

The Directors of the ultimate Parent Company are responsible
for the maintenance and integrity of the corporate and
financial information included on the ultimate Parent
Company’s website. Legislation in the United Kingdom
governing the preparation and dissemination of financial
statements may differ from legislation in other jurisdictions.

Directors’ confirmations
In the case of each Director in office at the date the Directors’
Report is approved, the Directors confirm that:

l so far as each Director is aware, there is no relevant audit
information of which the Group and Parent Company’s
auditor is unaware; and

l they have taken all the steps that they ought to have taken
as Directors in order to make themselves aware of any
relevant audit information and to establish that the Group
and Parent Company’s auditor is aware of that information.

Independent auditor
A resolution is to be proposed at the Annual General Meeting
in accordance with Section 489 of the Companies Act
2006 for the re-appointment of Grant Thornton UK LLP as
independent auditor of the Parent Company and authorising
the Directors to set its remuneration.

Annual General Meeting
The Notice of the Annual General Meeting is set out on pages
71 to 73. A form of proxy is enclosed for you to complete
according to the instructions printed on it and send to the
postage paid address. All proxies must be received by 11 am
on 25 June 2024.

By order of the Board

R. Pollard
Company Secretary
14 May 2024

CORPORATE GOVERNANCE22

London Security plc Annual Report and Accounts 2023

Directors’ remuneration report

The Group and Parent Company is 80% owned by EOI Fire
SARL (“EOI”). On 10 December 1999, the Parent Company
and EOI entered into a Services Agreement. The agreement
confirms that the business shall be managed by the Board for
the benefit of the shareholders as a whole. The costs relating
to the Head Office and other expenses of the Executive
Directors are limited under the Services Agreement and
reviewed annually. The total costs amounted to £804,374
(2022: £734,774) for the year ended 31 December 2023 as
per the Services Agreement.

On behalf of the Board

H. Shouler
Chairman of the remuneration committee
14 May 2024

Remuneration committee
The remuneration committee comprises H. Shouler and
J-J. Murray. The committee is chaired by H. Shouler, who is
an Independent Non-Executive Director. The remuneration
of Non-Executive Directors is set by a committee of the
other Directors. No Director is involved in deciding his or
her own remuneration.

Policy on Executive Directors’ remuneration
It is the Parent Company’s policy to provide the packages
needed to attract, retain and motivate Directors of the quality
required, bearing in mind the size and resources of the Parent
Company and its position relative to other companies.

Directors’ remuneration
Directors’ emoluments totalled £710,006 (2022: £670,935).
This includes an amount paid to the highest paid Director of
£486,564 (2022: £473,210).

In compliance with the amendment to AIM Rule
19, the following disclosure in respect of Directors’
remuneration is made:

J.G. Murray

J-J. Murray

X. Mignolet

E. Sebag

J-P. Murray

M-C. Leon

H. Shouler

Emoluments and compensation including
any cash or non-cash benefits received

2023

£Nil

£159,442

£486,564

£Nil

£20,000

£24,000

2022

£Nil

£133,725

£473,210

£Nil

£20,000

£24,000

None of the Directors participate in Group pension
arrangements. The Company paid no contributions to any
private pension schemes.

CORPORATE GOVERNANCEIndependent auditor’s report

to the members of London Security plc

Opinion

Our opinion on the financial statements is unmodified
We have audited the financial statements of London Security plc (the ‘parent company’) and its subsidiaries (the ‘group’) for the year
ended 31 December 2023, which comprise the Consolidated income statement, the Consolidated statement of comprehensive income,
the Consolidated statement of changes in equity, the Consolidated statement of financial position, the Consolidated statement of
cashflows, and notes to the financial statements, including a summary of significant accounting policies, the Parent Company balance
sheet, the Parent Company statement of changes in equity and notes to Parent company the financial statements, including a summary
of significant accounting policies. The financial reporting framework that has been applied in the preparation of the group financial
statements is applicable law and UK-adopted international accounting standards. The financial reporting framework that has been
applied in the preparation of the parent company financial statements 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:

l the financial statements give a true and fair view of the state of the group’s and of the parent company’s affairs as at 31 December 2023

and of the group’s profit for the year then ended;

l the group financial statements have been properly prepared in accordance with UK-adopted international accounting standards;

l the parent company financial statements have been properly prepared in accordance with United Kingdom Generally Accepted

Accounting Practice; and

l the financial statements 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 ‘Auditor’s responsibilities for the audit of the financial statements’ section of our report. We are independent
of the group and the parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the
UK, including the FRC’s Ethical Standard as applied to listed entities, 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
We are responsible for concluding on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the
audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the group’s
and the parent company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw
attention in our report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify the auditor’s
opinion. Our conclusions are based on the audit evidence obtained up to the date of our report. However, future events or conditions may
cause the group or the parent company to cease to continue as a going concern.

Our evaluation of the directors’ assessment of the group’s and the parent company’s ability to continue to adopt the going concern basis of
accounting included:

l Obtaining management’s going concern assessment, including monthly forecasts and sensitivity analysis for the period ending

30 June 2025;

l Evaluating the key assumptions applied in the forecasts for reasonableness and determining whether they have been applied appropriately,

and assessed the reliability of the data underpinning management’s assessment;

l Assessing the reliability of management’s forecasting by comparing the accuracy of actual historical financial performance to historic

forecast information;

l Evaluating the sensitivity analysis performed on the forecasts by management, including a significant reduction in forecast revenues as the

key sensitivity;

l Obtaining management’s “reverse stress test” analysis to estimate the reduction in revenues, together with an increase in cost, required to

eliminate the headroom in the cash flow forecasts and assessing whether mitigating actions were available, should they be required;

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 202324

Independent auditor’s report continued

to the members of London Security plc

Conclusions relating to going concern continued
l Inquiring whether management and those charged with governance are aware of events or conditions beyond the period of management’s

assessment that may cast significant doubt on the entity’s ability to continue as a going concern; and

l Assessing the adequacy of going concern disclosures included within the Financial Statements by management including within the Report

of Directors, the basis of preparation in note 2 to the financial statements, and the significant judgement disclosure in note 4.

In our evaluation of the directors’ conclusions, we considered the inherent risks associated with the group’s and the parent company’s
business model including effects arising from macro-economic uncertainties including high inflation levels and the Middle Eastern conflict,
and we assessed and challenged the reasonableness of estimates made by the directors and the related disclosures and analysed how those
risks might affect the group’s and the parent company’s financial resources or ability to continue operations over the going concern period.

In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of accounting in the preparation of
the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or
collectively, may cast significant doubt on the group’s and the parent company’s ability to continue as a going concern for a period of at least
twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Our approach to the audit

Overview of our audit approach
Overall materiality:

Group: £1,570,000, which represents 5% of the group’s profit before tax.

Parent company: £531,000, which represents 1% of the parent company’s total assets.

One key audit matter has been identified, being:

Materiality

Key audit
matters

l Risk that the revenue cycle includes fraudulent transactions – same as previous year

Scoping has been determined to ensure appropriate coverage of the significant risks in addition to
coverage of the key results in the Annual Report and Accounts. Our audit procedures achieved the
following coverage:

Scoping

Group revenue: 75%

Group profit before tax: 78%

This involved audit of the financial information of four Belgian components using component
materiality (full-scope audit) and the audit of one or more account balances, classes of transactions
or disclosures of the component (specific-scope audit) for 16 components. This work was
performed by the Group engagement team and component auditors located in Belgium, the
Netherlands and Austria.

We performed analytical procedures at Group level on the financial information of all remaining
Group components.

Key audit matters
Key audit matters are those matters that, in our professional judgement,
were of most significance in our audit of the financial statements of the
current period and include the most significant assessed risks of material
misstatement (whether or not due to fraud) that we identified. These
matters included those that had the greatest effect on: the overall audit
strategy; the allocation of resources in the audit; and directing the efforts
of the engagement team. These matters were addressed in the context of
our audit of the financial statements as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion on these matters.

Description

Audit response

K AM

Disclosures

Our results

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 202325

Key audit matters continued
In the graph below, we have presented the key audit matters and significant risks relevant to the audit.

High

Potential
financial
statement
impact

Management
Override of Controls

Completeness of
contract liabilities

Risk that the revenue
cycle contains
fraudulent transactions

Valuation of
defined benefit
pension scheme

Low

Extent of management judgement

High

Key audit matter – Group

How our scope addressed the matter – Group

Key audit matter

Significant risk

Risk that the revenue cycle contains
fraudulent transactions
We identified the risk that the revenue cycle contains fraudulent
transactions as one of the most significant assessed risks of material
misstatement due to fraud.

The group generates total revenue of £219.7m which is recognised
either at a point in time (£188.1m of total revenue) or over the period
of time that the service is performed (£31.6m of total revenue).

Under ISA 240 (UK) there is a presumed risk that revenue may
be misstated due to the improper recognition of revenue and the
revenue recorded by the group is also one of the key determinants
of group profit before tax, which is the primary financial Key
Performance Indicator (KPI) for the group.

We have assessed this risk to reside primarily within:

l Revenues recorded during the final two months of the year
(determined with reference to debtors days and likelihood of
payment) for revenues recognised at a point in time.

There is an increased risk that these revenues did not occur if they
have not been paid at the balance sheet date.

Relevant disclosures in the Annual Report and
Accounts 2023
The Group’s accounting policy on revenue recognition and related
disclosures, including the split of revenue between point in time
and over time, is shown in Note 2 and in the Summary of significant
accounting policies.

In responding to the key audit matter, we performed the following
audit procedures:

l Documenting our understanding of the design and

implementation of processes and controls in place related to
revenue recognition, and performing extended walkthroughs to
confirm the design and implementation of these controls;

l Assessing consistency and appropriateness of the accounting
policies applied for revenues recognised at a point in time with
the financial reporting standard, IFRS 15 ‘Revenue from Contracts
with Customers’;

l Agreeing a sample of revenue transactions where income is

recognised at a point in time through agreement to relevant third-
party supporting documentation, such as proof of delivery, proof
of service and cash receipt, to confirm that revenue was only
recognised once the performance obligation had been met; and

l Testing a sample of sales around the year end, and a sample of
post year end credit notes raised, to determine whether cut off
procedures were appropriate.

Our results
Based on our audit work, we did not identify any material
misstatement in the point in time revenue recognised in the final two
months of the year ended 31 December 2023.

We did not identify any key audit matters relating to the audit of the financial statements of the parent company only.

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 202326

Independent auditor’s report continued

to the members of London Security plc

Our application of materiality
We apply the concept of materiality both in planning and performing the audit, and in evaluating the effect of identified misstatements on the
audit and of uncorrected misstatements, if any, on the financial statements and in forming the opinion in the auditor’s report.

Materiality was determined as follows:

Materiality measure

Group

Parent Company

Materiality for financial
statements as a whole

We define materiality as the magnitude of misstatement in the financial statements that, individually or in the
aggregate, could reasonably be expected to influence the economic decisions of the users of these financial
statements. We use materiality in determining the nature, timing and extent of our audit work.

Materiality threshold

£1,570,000 (2022: £1,345,000) which represents 5% of
profit before tax.

£531,000 (2022: £543,000), which represents 1% of
total assets.

Significant judgements made by
auditor in determining materiality

In determining materiality, we made the following
significant judgements:

l Profit before tax was determined to be the most
appropriate benchmark for the group as it is a
measure against which performance of the Group
is assessed both internally and externally, and a
generally accepted auditing benchmark for listed
companies. This benchmark is consistent with that
used in the prior year.

l Materiality for the current year is higher than the level
that we determined for the year ended 31 December
2022 to reflect an increase in profit before tax.

l Total assets was determined to be the most
appropriate benchmark given the primary
activities of the parent company as a holding
company and its major activities relating
to fixed assets included in the financial
statements.

l Materiality for the current year is lower than the
level that we determined for the year ended
year ended 31 December 2022 to reflect a
decrease in total assets.

Performance materiality
used to drive the extent
of our testing

We set performance materiality at an amount less than materiality for the financial statements as a whole
to reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected
misstatements exceeds materiality for the financial statements as a whole.

Performance materiality
threshold

£1,100,000 (2022: £945,000), which is 70% of financial
statement materiality.

£371,700, (2022: £380,000) which is 70% of
financial statement materiality.

Significant judgements made
by auditor in determining
performance materiality

In determining performance materiality, we made the
following significant judgements:

l Assessment of the strength of the control

environment of the Group and its entities across the
UK and Europe;

l Assessment of the information systems used for key

business processes and reporting; and

l Consideration of control findings and misstatements

from the prior year audit.

Performance materiality for the parent company
involved the same significant judgements as were
made for group.

Specific materiality

We determine specific materiality for one or more particular classes of transactions, account balances or
disclosures for which misstatements of lesser amounts than materiality for the financial statements as a
whole could reasonably be expected to influence the economic decisions of users taken on the basis of the
financial statements.

Specific materiality

We determined a lower level of specific materiality for
the following areas:

We determined a lower level of specific materiality
for the following areas:

l Directors’ remuneration; and

l Identified related party disclosures outside of the

normal course of business.

l Identified related party disclosures outside of

the normal course of business.

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 202327

Our application of materiality continued

Materiality measure

Group

Parent Company

Communication of
misstatements to the
audit committee

Threshold for communication

We determine a threshold for reporting unadjusted differences to the audit committee.

£78,500 (2022: £67,000), which represents 5% of
financial statement materiality, and misstatements below
that threshold that, in our view, warrant reporting on
qualitative grounds.

£27,000 (2022: £27,000), which represents 5% of
financial statement materiality, and misstatements
below that threshold that, in our view, warrant
reporting on qualitative grounds.

The graph below illustrates how performance materiality interacts with our overall materiality and the threshold for communication to the audit
committee.

Overall materiality – Group

Overall materiality – Parent Company

Profit before tax
£31,456,000

FSM
£1,570,000,
5%

PM
£1,100,000,
70%

CM
£543,400,
35%

TfC
£78,500, 5%

Total assets
£53,065,000

FSM
£531,000,
1%

PM
£371,700,
70%

TfC
£27,000,
5%

FSM
£1,570,000

PM
£1,100,000,
70%

CM
£543,400,
35%

TfC
£78,500,
5%

FSM
£531,000

PM
£371,700,
70%

TfC
£27,000,
5%

FSM: Financial statement materiality, PM: Performance materiality, CM: Component materiality at tested components, TfC:
Threshold for communication to the audit committee.

An overview of the scope of our audit
We performed a risk-based audit that requires an understanding of the group’s and the parent company’s business and in particular matters
related to:

Understanding the group, its components, and their environments, including group-wide controls
l Obtaining and documenting an understanding of the design and implementation of controls in place that relate to significant risks;

l Evaluation of the group’s internal control environment, including its IT systems and controls.

Identifying significant components
l Evaluation by the group audit team of UK and overseas components to assess the significant of each component and to determine the

planned audit response based on a measure of materiality, including their relative contribution to the group’s revenues and profit before tax.

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 202328

Independent auditor’s report continued

to the members of London Security plc

An overview of the scope of our audit continued
Type of work to be performed on financial information of parent and other components (including how it
addressed the key audit matters)
l Full-scope audit procedures were performed on the financial information of the parent company, and four Belgian components.

l Audit of one or more classes of transaction, account balances or disclosures were performed on the financial information of 16

components located in the UK, the Netherlands and Austria.

l The key audit matter of risk of fraud in revenue recognition was addressed through audit procedures on the final two months of revenue in

the components scoped for full-scope audit and specified audit procedures on revenue.

Performance of our audit
l Components subject to full scope or audit of one or more classes of transaction, account balances or disclosures contributed 75% of

consolidated revenues and 78% of consolidated profit before as outlined in the table below.

l The group engagement team visited the UK head office and attended inventory counts at two further locations. The component auditors also

visited head offices in Belgium, the Netherlands and Austria.

l We evaluated the group’s internal control environment including its IT systems and controls.

Audit approach

Full-scope audit

Audit of one or more classes of transaction, account
balances or disclosures

No. of components

% coverage revenue

% coverage profit before tax

4 (2022: 4)

16 (2022: 14)

29 (2022: 32)

46 (2022: 46)

48 (2022: 45)

30 (2022: 26)

Communications with component auditors
l The audit of the Belgian components was performed by the Belgian component auditors such that we had appropriate direction and

involvement in the work of the component auditor throughout the audit. This included providing detailed group instructions, briefing the
component auditors, directing the risk assessment and fraud discussions, regular communication with the component auditor, attendance at
audit close meetings and review and evaluation of the work performed by the component auditor for the purpose of the group audit; and

l For 16 non-significant components located in the UK, the Netherlands and Austria we carried out either specified audit procedures or

audits of one or more account balances, classes of transactions or disclosures. The procedures for components located in the Netherlands
and Austria were performed by component auditors. We had appropriate direction and involvement in the work of the component auditor
throughout the audit. This included providing detailed group instructions, briefing the component audit team, directing the risk assessment
and fraud discussions, regular communication with the component auditor, and review and evaluation of the work performed by the
component auditor for the purpose of the group audit.

Changes in approach from previous period
l There have been no changes to the components that were in scope for full-scope audit procedures between the prior year and current

year. The group scoping for the components subject to an audit of one or more classes of transactions, account balances or disclosures
brought four more UK components into scope than prior year, and one Belgian entity was no longer in scope.

Other information
The other information comprises the information included in the annual report and accounts, other than the financial statements and our
auditor’s report thereon. The directors are responsible for the other information contained within the annual report and accounts. 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 audit or otherwise appears to be materially misstated. If we identify such material
inconsistencies or apparent material misstatements, we are required to determine whether there is 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.

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 202329

Other information continued

Our opinion on other matters prescribed by the Companies Act 2006 is unmodified
In our opinion, based on the work undertaken in the course of the audit:

l 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

l the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements.

Matter on which we are required to report under the Companies Act 2006
In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the
audit, we have not identified material misstatements in the strategic report or the directors’ report.

Matters on which we are required to report by exception
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:

l adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from

branches not visited by us; or

l the parent company financial statements are not in agreement with the accounting records and returns; or

l certain disclosures of directors’ remuneration specified by law are not made; or

l we have not received all the information and explanations we require for our audit.

Responsibilities of directors
As explained more fully in the Statement of Directors’ responsibilities in respect of the financial statements set out on page 21, the directors
are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal
control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement,
whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group’s and the parent company’s ability to continue
as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the
directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

Auditor’s 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 auditor’s 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. The extent to which our procedures are capable of
detecting irregularities, including fraud, is detailed below:

l We obtained an understanding of the legal and regulatory frameworks applicable to the company, and the industry in which it operates.
We determined that the most significant laws and regulations were: financial reporting legislation (United Kingdom Generally Accepted
Accounting Practice, UK-adopted International Accounting Standards, the AIM Rules, and the Companies Act 2006) and tax legislation;

l We obtained an understanding of how the parent company and the group is complying with those legal and regulatory frameworks by
making inquiries of management and those responsible for legal and compliance procedures. We corroborated our enquiries through
inspection of board minutes;

l We made enquiries of management as to whether there were any known or suspected instances of non-compliance with laws and
regulations or fraud that could have a material impact on the financial statements. We corroborated the results of our enquiries to
supporting documentation such as board minutes and papers provided to the Audit Committee;

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 202330

Independent auditor’s report continued

to the members of London Security plc

Other information continued
Auditor’s responsibilities for the audit of the financial statements continued
l We assessed the susceptibility of the group’s financial statements to material misstatement, including how fraud might occur by

evaluating management’s incentives and opportunities for manipulation of the financial statements. This included the evaluation of the risk
of management override of controls;

l Audit procedures performed by the engagement team included:

l Evaluating the processes and controls established to address the risks related to irregularities and fraud;

l Journal entry testing, in particular of journals that were indicative of unusual transactions based on our understanding of the business.
This included performing primary testing to identify significant journals posted to revenue that do not follow the expected revenue
cycle, large non-revenue credit postings impacting earnings before interest, tax, depreciation and amortisation (EBITDA), large debit
postings that impact lines below EBITDA on the Consolidated income statement, and large or unusual postings by generic user IDs;

l Challenging assumptions and judgements made by management in its significant accounting estimates; and

l Identifying and testing related party transactions;

l These audit procedures were designed to provide reasonable assurance that the financial statements were free from fraud or error. The
risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error and detecting
irregularities that result from fraud is inherently more difficult than detecting those that result from error, as fraud may involve collusion,
deliberate concealment, forgery or intentional misrepresentations. Also, the further removed non-compliance with laws and regulations is
from events and transactions reflected in the financial statements, the less likely we would become aware of it;

l The engagement partner assessed the appropriateness of the collective competence and capabilities of the engagement team, including
consideration of the engagement team’s knowledge and understanding of the industry in which the client operates in, and their practical
experience through training and participation with audit engagements of a similar nature;

l Communications to the engagement team in respect of potential non-compliance with laws and regulations and fraud included the

potential for fraud in revenue recognition and areas of significant management judgement and estimation; and

l We requested the component auditors to perform procedures to assess whether there was any non-compliance with laws and

regulations in the overseas components that could have a material impact on the group 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 auditor’s report.

Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 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
auditor’s 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.

Mark Overfield BSc FCA
Senior Statutory Auditor
for and on behalf of Grant Thornton UK LLP
Statutory Auditor, Chartered Accountants
Leeds
14 May 2024

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023Consolidated income statement

for the year ended 31 December 2023

Revenue
Cost of sales

Gross profit
Distribution costs
Administrative expenses

Operating profit

EBITDA*
Depreciation and amortisation

Operating profit

Finance income
Finance costs

Finance costs – net

Profit before income tax
Income tax expense

Profit for the year

Profit is attributable to:
Equity shareholders of the Company
Non-controlling interest

Earnings per share
Basic and diluted

* Earnings before interest, tax, depreciation and amortisation.

The notes on pages 36 to 64 are an integral part of these consolidated financial statements.

The above results are all as a result of continuing operations.

Notes

2023
£’000

2022
£’000

219,705
(58,988)

188,898
(49,748)

160,717
(81,373)
(47,762)

139,150
(70,565)
(41,420)

31,582

27,165

42,660
(11,078)

37,269
(10,104)

31,582

27,165

7
8

226
(264)

(38)

31
(242)

(211)

31,544
(8,280)

26,954
(6,729)

23,264

20,225

23,264
—

20,216
9

23,264

20,225

189.8p

164.9p

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023

Consolidated statement of comprehensive income

for the year ended 31 December 2023

Profit for the financial year

Other comprehensive (expense)/income:
Items that may be reclassified subsequently to profit or loss:
– currency translation differences on foreign currency net investments
Items that will not be reclassified subsequently to profit or loss:
– actuarial loss recognised in the Nu-Swift Pension Scheme
– movement on deferred tax relating to the Nu-Swift Pension Scheme surplus
– actuarial (loss)/gain recognised in the Ansul Pension Scheme
– movement on deferred tax relating to the Ansul Pension Scheme deficit

Other comprehensive expense for the year, net of tax

Equity shareholders of the Company
Non-controlling interest

Total comprehensive income for the year

The notes on pages 36 to 64 are an integral part of these consolidated financial statements.

Notes

2023
£’000

2022
£’000

23,264

20,216

21
19
21
19

(1,579)

3,602

52
(18)
(171)
43

(111)
38
1,249
(285)

(1,673)

4,493

21,591
—

24,709
9

21,591

24,718

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023

Consolidated statement of changes in equity

for the year ended 31 December 2023

Ordinary
shares
£’000

Share
premium
£’000

Capital
redemption
reserve
£’000

Merger
reserve
£’000

Other
reserves
£’000

Retained Non-controlling
interest
earnings
£’000
£’000

Total
equity
£’000

At 1 January 2022 as
previously presented

Impact of IAS 12 amendment

At 1 January 2022 as restated

Total comprehensive income for the year
Profit for the financial year
Other comprehensive income/(expense):
– exchange adjustments
– actuarial gain on pension schemes
– net movement on deferred tax relating

to pension deficit

Total comprehensive income/(expense)
for the year

Contributions by and distributions
to owners of the Company:
– purchase of own shares

– dividends

Reduction in non-controlling interest

123

—

123

344

—

344

—

—
—

—

—
—

—

At 31 December 2022 and 1 January 2023

123

344

Total comprehensive income
for the year
Profit for the financial year
Other comprehensive income:
– exchange adjustments
– actuarial gain on pension schemes
– net movement on deferred tax relating

to pension schemes

Total comprehensive income for the year

Contributions by and distributions
to owners of the Company:
– purchase of own shares
– dividends

—

—
—

—

—
—

—

—
—

—

—
—

—

At 31 December 2023

123

344

—

—
—

—

—
—

—

—
—

—

2,033

5,056

124,072

118

131,747

—

2,033

5,056

124,084

118

131,759

—

—
—

—

— 20,216

20,225

3,602
—

—
1,138

—

(247)

—
—

—

3,602
1,138

(247)

3,602

21,107

24,718

—

(13)

—

(13)

— (10,298)

— (10,311)

—

(158)

(127)

(285)

2,033

8,658

134,722

— 145,881

—

—
—

—

—
—

—

23,264

— 23,264

(1,579)
—

—
(119)

—

—
—

—

(1,579)
(119)

(1,579)

23,170

— 21,591

—
(33)
— (15,196)

—
—

(33)
(15,196)

— (15,229)

2,033

7,079

142,663

— 152,243

The merger reserve is not a distributable reserve. The other reserves relate entirely to the effects of changes in foreign currency
exchange rates.

The notes on pages 36 to 64 are an integral part of these consolidated financial statements.

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023

Consolidated statement of financial position

as at 31 December 2023

Assets
Non-current assets
Property, plant and equipment
Right of use assets
Intangible assets
Deferred tax asset
Retirement benefit surplus

Current assets
Inventories
Trade and other receivables
Cash and cash equivalents

Total assets

Liabilities
Current liabilities
Trade and other payables
Income tax liabilities
Borrowings
Lease liabilities
Provision

Non-current liabilities
Trade and other payables
Borrowings
Lease liabilities
Derivative financial instruments
Deferred tax liabilities
Retirement benefit obligations
Provision

Total liabilities

Net assets

Shareholders’ equity
Ordinary shares
Share premium
Capital redemption reserve
Merger reserve
Other reserves
Retained earnings

Total equity

Notes

2023
£’000

2022
£’000

11
12
13
19
21

15
16
17

20
26
22

18
20
26
14
19
21
22

23
23
23
23
23

17,749
6,549
77,382
749
342

102,771

22,143
44,488
32,737

99,368

14,940
5,975
77,076
719
276

98,986

22,260
40,699
33,962

96,921

202,139

195,907

(36,403)
(2,275)
(381)
(2,274)
(6)

(36,431)
(1,440)
(1,598)
(2,040)
(10)

(41,339)

(41,519)

(1,090)
(97)
(4,402)
—
(1,811)
(1,021)
(136)

(8,557)

(936)
(236)
(4,033)
—
(2,211)
(953)
(138)

(8,507)

(49,896)

(50,026)

152,243

145,881

123
344
1
2,033
7,079
142,663

123
344
1
2,033
8,658
134,722

152,243

145,881

The notes on pages 36 to 64 are an integral part of these consolidated financial statements.

The financial statements on pages 31 to 35 were approved by the Board of Directors on 14 May 2024 and were signed on its
behalf by:

J-J. Murray
Chairman
14 May 2024

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023

Consolidated statement of cash flows

for the year ended 31 December 2023

Cash flows from operating activities
Cash generated from operations
Interest paid
Income tax paid

Net cash generated from operating activities

Cash flows from investing activities
Acquisition of subsidiary undertakings (net of cash acquired)
Purchases of property, plant and equipment
Proceeds from the sale of property, plant and equipment
Purchases of intangible assets
Interest received

Net cash used in investing activities

Cash flows from financing activities
Repayments of borrowings
Payment of lease liabilities
Dividends paid to the Company’s shareholders
Purchase of own shares
Reduction in non-controlling interest

Net cash used in financing activities

Net increase in cash in the year
Cash and cash equivalents at the beginning of the year
Effects of exchange rates on cash and cash equivalents

Cash and cash equivalents at the end of the year

The notes on pages 36 to 64 are an integral part of these consolidated financial statements.

Notes

2023
£’000

2022
£’000

38,234
(256)
(8,229)

30,489
(111)
(7,055)

29,749

23,323

(1,582)
(7,665)
721
(3,033)
212

(4,078)
(4,626)
730
(3,193)
4

(11,347)

(11,163)

(1,443)
(2,484)
(15,196)
(33)
—

(2,312)
(2,356)
(10,298)
(13)
(285)

(19,156)

(15,264)

(754)
33,962
(471)

(3,104)
35,681
1,385

32,737

33,962

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023

Notes to the financial statements

for the year ended 31 December 2023

1 General information
The Group headed by London Security plc (the “Parent Company”) is a leader in the European fire security industry, providing
fire protection for our customers through a local presence in the United Kingdom, Belgium, the Netherlands, Austria, France,
Germany, Denmark and Luxembourg.

The Parent Company is a public limited liability company incorporated and domiciled in the United Kingdom. The registered
office is Premier House, 2 Jubilee Way, Elland, West Yorkshire HX5 9DY.

The Parent Company is listed on AIM, part of the London Stock Exchange.

2 Summary of significant accounting policies
The principal accounting policies applied in the preparation of these Group financial statements are set out below.
These policies have been consistently applied to all the years presented, unless otherwise stated.

Basis of preparation
These Group financial statements have been prepared in accordance with UK adopted international accounting standards,
IFRIC interpretations and those parts of the Companies Act 2006 applicable to companies reporting under UK adopted IFRS.
These Group financial statements have been prepared under the historical cost convention, as modified by accounting for
derivative financial instruments at fair value through profit or loss.

The Directors have prepared these financial statements on the fundamental assumption that the Group is a going concern
and will continue to trade for at least 12 months following the date of approval of the financial statements, being the period
to 30 June 2025. In determining whether the Group’s accounts should be prepared on a going concern basis the Directors
have considered the factors likely to affect future performance. The Board approved a budget for 2024 and forecasts to
June 2025 (together “the base case budget”) based on the experience gained during the course of 2023. The Group’s business
activities, together with factors likely to affect its future development and performance, are described in the Strategic Report.
At 31 December 2023, the Group held cash and cash equivalents of £32.7 million. Total debt at 31 December 2023 was
£0.5 million. The base case budget includes significant cash headroom throughout the period.

The Directors have also modelled sensitivities to the base case budget around revenue and input inflation and demonstrated
that the Group would still expect to have significant cash headroom after applying these sensitivities. A reverse stress test was
performed to evaluate the decline in revenue required to query the going concern statement but the decline was so significant
as to be implausible. To the extent that there is a significant downturn in trading compared with expectations, the Directors are
satisfied that mitigating actions could be taken, if necessary, including suspending dividend payments.

Accordingly, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational
existence for the foreseeable future and are satisfied that it is appropriate to adopt the going concern basis in preparing the
financial statements.

Accounting developments
A number of new standards, amendments to standards and interpretations are effective for the year ended 31 December 2023.
These are considered either not relevant or to have no material impact on the Group. The following standards have been
considered in more detail:

IFRS 17 “Insurance Contracts” establishes the principles for the recognition, measurement, presentation and disclosure of
insurance contracts within the scope of the standard. The Directors have studied .the Group’s revenue recognition streams and
concluded that maintenance contracts, where the customer pays a fixed fee to cover an uncertain future cost, falls within the
scope of this standard. The Directors have considered IFRS 17.8 and have elected to apply IFRS 15 for these contracts instead
of IFRS 17. This is because, although the maintenance contracts meet the definition of an insurance contract, they have as their
primary purpose the provision of services for a fixed fee and satisfy the three criteria set out in the standard.

Amendments to IAS 12 “Deferred Tax related to Assets and Liabilities arising from a single transaction”. This required
recognition of deferred tax assets and liabilities relating to IFRS 16 leases. An adjustment has been made to recognise
a deferred tax asset on the present value of lease liabilities and a deferred tax liability on the value of right of use assets.
The adjustment has been made retrospectively in 2022 and resulted in an increase in reserves of £12,000.

At the date of authorisation of these consolidated financial statements, several new, but not yet effective, Standards and
amendments to existing Standards, and Interpretations have been published by the IASB or IFRIC. None of these Standards
or amendments to existing Standards have been adopted early by the Group and no Interpretations have been issued that
are applicable and need to be taken into consideration by the Group at either reporting date.

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 202337

2 Summary of significant accounting policies continued
Consolidation
Subsidiaries are entities which the Group has power over, exposure or rights to variable returns and an ability to use its power
to affect those returns. All subsidiaries share the same reporting date, being 31 December, and the same accounting policies
as London Security plc.

The acquisition method of accounting under IFRS 3 is used to account for the acquisition of subsidiaries by the Group.
The cost of an acquisition is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or
assumed at the date of exchange. The costs directly attributable to the acquisition are expensed, with the exception of those
relating to the costs to issue debt or equity securities, which are recognised in accordance with IAS 32 and IFRS 9.

Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at
their fair values at the acquisition date, irrespective of the extent of any minority interest. The excess of the cost of acquisition
over the fair value of the Group’s share of the identifiable net assets acquired is recorded as goodwill.

Inter-Company transactions, balances and unrealised gains on transactions between Group companies are eliminated.
Unrealised losses are also eliminated but considered an impairment indicator of the asset transferred.

Consolidated goodwill is presented at cost less any provision for diminution in value.

Segment reporting
An operating segment is a group of assets and operations for which discrete financial information is available that is regularly
reviewed by the chief operating decision maker (“CODM”). Where operating segments share similar economic characteristics
and the segments are similar in relation to the nature of products and services, nature of the production processes and type
of customers including method of providing the service, then they may be deemed to be a single operating unit. The Directors
have concluded that there is a single operating segment as defined by IFRS 8, being the provision and maintenance of fire
protection and security equipment in Europe. Consequently, the results for the year and assets and liabilities relate to this one
segment and one geographical area.

Foreign currency translation
(a) Functional and presentation currency
Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary
economic environment in which the entity operates (the “functional currency”). The Group financial statements are presented
in Sterling, which is the Parent Company’s functional and presentation currency.

(b) Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates
of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the
translation at year end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised
in the Income Statement.

(c) Group companies
The results and financial position of all the Group entities (none of which have the currency of a hyperinflationary economy) that
have a functional currency different from the presentation currency are translated into the presentation currency as follows:

(i)

assets and liabilities for each Statement of Financial Position presented are translated at the closing rate at the date of that
Statement of Financial Position;

(ii) income and expenses for each Income Statement are translated at average exchange rates; and

(iii) all resulting exchange differences are recognised as a separate component of equity and are reported within the Statement

of Comprehensive Income.

On consolidation, exchange differences arising from the translation of the net investment in foreign operations and of
borrowings and other currency instruments designated as hedges of such investments are taken to other comprehensive
income. When a foreign operation is sold, exchange differences that were recorded in equity are recognised in the Income
Statement as part of the gain or loss on sale.

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 202338

2 Summary of significant accounting policies continued
Property, plant and equipment
Plant and equipment held at the date of transition and subsequent additions to property, plant and equipment are stated at
purchase cost including directly attributable costs, less accumulated depreciation.

Freehold land is not depreciated. Depreciation on all other assets is calculated using the straight-line method to allocate their
cost less residual value over their estimated useful lives, as follows:

Freehold buildings

2%–6%

Plant, machinery and extinguisher rental units

10%–33%

Motor vehicles and share in aircraft

Fixtures, fittings and equipment

7%–33%

10%

The assets’ residual values and useful lives are reviewed annually and adjusted if appropriate at each Statement of Financial
Position date.

An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than
its estimated recoverable amount.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount. These are included in the
Income Statement.

Intangible assets
(a) Goodwill
Goodwill represents the excess of the cost of an acquisition over the fair value of the Group’s share of the identifiable net assets
acquired. Goodwill on acquisition of subsidiaries is included in “intangible assets”. Separately recognised goodwill is tested
annually for impairment and carried at cost less accumulated impairment losses.

An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount.
The recoverable amount is the higher of an asset’s fair value less costs to sell and value-in-use. For the purposes of assessing
impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows.

Impairment losses on goodwill are not reversed. Gains and losses on the disposal of an entity include the carrying amount of
goodwill relating to the entity sold.

(b) Approval costs
Approval costs are the expenses incurred in meeting the regulatory requirements measuring the fire rating of our products.
Approval costs are shown at historical cost, have a finite useful life and are carried at cost less accumulated amortisation.
Amortisation is calculated using the straight line method to allocate their cost over their estimated useful lives (10 to 20 years).

(c) Computer software
Acquired computer software licences are capitalised on the basis of the costs incurred to acquire and bring to use the specific
software. These costs are amortised over their estimated useful lives (three to ten years) using the straight line method.

(d) Service contracts
Service contracts are acquired through business combinations and asset purchases which provide the Group with the
contacts and the right to approach the customer. Acquired service contracts are capitalised on the basis of the costs incurred
to acquire. Amortisation is calculated using the straight line method to allocate the cost of the contracts over their estimated
useful lives (five to ten years).

Where indicators of impairment are identified a detailed impairment review is carried out for intangible assets other than
goodwill and will be impaired as required.

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023Notes to the financial statements continuedfor the year ended 31 December 202339

2 Summary of significant accounting policies continued
Right of use assets and lease liabilities
The Group recognises a right of use asset and a lease liability at the lease commencement date.

The right of use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease
payments made at or before the commencement date less any lease incentives received. The right of use asset is subsequently
depreciated using the straight line method from the commencement date to the end of the lease term.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date,
discounted using the Group’s incremental borrowing rate.

The Group has estimated the incremental borrowing rates at which to discount additional future lease liabilities as 6.55% to
7.30% (2022: 2.80%) for leases denominated in Sterling and 5.30% to 6.55% (2022: 1.55%) for leases denominated in Euros.

Inventories
Inventories are stated at the lower of cost and net realisable value. Cost is determined using the first-in, first-out method.
The cost of finished goods and work in progress comprises raw materials, direct labour, other direct costs and related
production overheads. Net realisable value is the estimated selling price in the ordinary course of business, less applicable
variable selling expenses. Inventory is reviewed annually and a provision is made for obsolete, slow-moving or defective items
where appropriate.

Financial instruments recognition and derecognition
Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions of the
financial instrument. Financial assets are derecognised when the contractual rights to the cash flows from the financial asset
expire, or when the financial asset and substantially all the risks and rewards are transferred. A financial liability is derecognised
when it is extinguished, discharged, cancelled or expired.

Financial instruments classification and measurement
Financial assets, except for trade receivables, are initially measured at fair value. The Group classifies its financial assets as
those to be measured at amortised cost except for derivative financial assets that are at fair value through profit or loss. After
initial recognition, these financial assets are measured at amortised cost using the effective interest method. Discounting is
omitted where the effect of discounting is immaterial. The Group’s financial assets include cash and cash equivalents, trade
receivables, amounts owed by related undertakings and other receivables. The carrying value of these financial assets is
disclosed in note 16 and note 17 to the financial statements.

Financial liabilities are initially measured at fair value and, where applicable, adjusted for transaction costs unless the Group
designated a financial liability at fair value through profit or loss. Subsequently, financial liabilities are measured at amortised
cost using the effective interest rate method except for derivatives, which are carried subsequently at fair value with gains and
losses recognised in profit or loss. The Group’s financial liabilities include trade payables, other payables, accruals, borrowings
and derivative financial liabilities. The carrying value of the financial liabilities is disclosed in note 14, note 18 and note 20 to the
financial statements.

The carrying value of assets and liabilities classified at amortised cost approximates to their fair value.

Trade receivables
The Group has reviewed the composition of its trade receivables and concluded that as the expected term of the receivables
is less than one year the receivables do not have a significant financing component. Therefore, the Group will initially measure
these assets at their transaction price under IFRS 15 and subsequently adjust for any allowance for expected credit loss under
IFRS 9. The Group applies the IFRS 9 simplified approach to measuring expected credit losses which uses a lifetime expected
credit loss allowance for all trade receivables. To measure the expected credit losses, trade receivables have been grouped
based on shared credit risk characteristics and days past due. Expected loss rates are based on historical credit losses
experienced. Historical loss rates are adjusted to reflect current and forward-looking factors affecting the ability of customers
to settle the receivables. Consideration is given to the overall economic environment as well as specific indicators that the
recovery of a balance may be in doubt.

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 202340

2 Summary of significant accounting policies continued
Derivative financial instruments
Derivative financial instruments are initially measured at cost at the date the contract is entered into and are remeasured at fair
value at the Statement of Financial Position date with any valuation adjustment being reflected in the Income Statement. The fair
value at the balance sheet date is calculated based on observable interest rates.

Cash and cash equivalents
Cash and cash equivalents are included in the Statement of Financial Position at cost. Cash and cash equivalents include cash
in hand, deposits held at call with banks and other short-term, highly liquid investments with original maturities of three months
or less, less bank overdrafts where there is a legal right of offset and an intention to settle. Bank overdrafts are shown within
borrowings in current liabilities on the Statement of Financial Position.

Share capital
Ordinary shares are classified as equity.

Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from
the proceeds.

Where the Parent Company purchases its own shares, the consideration paid, including any directly attributable incremental
costs (net of income taxes), is deducted from equity attributable to the Parent Company’s equity holders until the shares
are cancelled.

Trade payables
Trade payables are initially recognised at fair value and subsequently at amortised cost using the effective interest method.

Borrowings
Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at
amortised cost.

Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for
at least 12 months after the Statement of Financial Position date.

Current and deferred income tax
The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the Statement of
Financial Position date in the countries where the Company’s subsidiaries operate and generate taxable income. Management
periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to
interpretation and establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

Deferred income tax is provided in full, using the balance sheet liability approach, on temporary differences arising between the
tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. However, the deferred
income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business
combination that at the time of the transaction affects neither accounting nor taxable profit or loss. Deferred income tax is
determined using tax rates (and laws) that have been enacted or substantively enacted by the Statement of Financial Position
date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability
is settled.

Deferred income tax assets are recognised to the extent that it is probable that future taxable profit will be available against
which the temporary differences can be utilised.

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023Notes to the financial statements continuedfor the year ended 31 December 202341

2 Summary of significant accounting policies continued
Employee benefits
Pension obligations
Group companies operate various pension schemes. The schemes are generally funded through payments to insurance
companies or trustee-administered funds, determined by periodic actuarial calculations. The Group has both defined benefit
and defined contribution plans. A defined contribution plan is a pension plan under which the Group pays fixed contributions
into a separate entity. The Group has no legal or constructive obligations to pay further contributions if the fund does not hold
sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods. A defined
benefit plan is a post-employment benefit plan other than a defined contribution plan. Typically, defined benefit plans define an
amount of pension benefit that an employee will receive on retirement, usually dependent on one or more factors such as age,
years of service and compensation.

The liability and surplus recognised in the Statement of Financial Position in respect of defined benefit pension plans are the
present value of the defined benefit obligation at the Statement of Financial Position date less the fair value of plan assets. The
defined benefit obligation is calculated triennially by independent actuaries using the projected unit credit method. The present
value of the defined benefit obligation is determined by discounting the estimated future cash outflows using interest rates of
high-quality corporate bonds that are denominated in the currency in which the benefits will be paid and that have terms to
maturity approximating to the terms of the related pension liability.

The net interest cost or income are shown within finance cost or finance income respectively within the Consolidated Income
Statement. Actuarial gains and losses are recognised immediately in the Consolidated Statement of Comprehensive Income.
Net defined benefit pension scheme deficit and surplus are presented separately on the Statement of Financial Position within
non-current liabilities and non-current assets respectively before tax relief. The attributable deferred tax asset and liability is
included within deferred tax and is subject to the recognition criteria as set out in the accounting policy on deferred taxation.

For defined contribution plans, the Group pays contributions to publicly or privately administered pension insurance plans on
a mandatory, contractual or voluntary basis. The Group has no further payment obligations once the contributions have been
paid. The contributions are recognised as an employee benefit expense when they are due.

Provisions
Provisions are recognised when: the Group has a present legal or constructive obligation as a result of past events; it is more
likely than not that an outflow of resources will be required to settle the obligation; and the amount has been reliably estimated.
Provisions are not recognised for future operating losses.

Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects risks specific to the liability.

Revenue recognition
Revenue is shown net of value-added tax and after eliminating sales within the Group.

When assessing revenue recognition against IFRS 15, the Group assesses the contract against the five steps of IFRS 15:

1. Identify the contract with a customer.

2. Identify the performance obligations.

3. Determine the transaction price.

4. Allocate the transaction price to the performance obligations.

5. Recognise revenue when/as performance obligations are satisfied.

This process includes the assessment of the performance obligations within the contract and the allocation of contract revenue
across these performance obligations once identified. Revenue is recognised either at a point in time or over time, when, or as,
the Group satisfies performance obligations by transferring the promised goods or services to its customers. Payment terms
are typically between 30 and 60 days. Revenue is based on their relative stand-alone selling prices and recognised as follows:

(a) Outright sale of equipment
Revenue from the outright sale of equipment is recognised upon delivery to the customer.

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 202342

2 Summary of significant accounting policies continued
Revenue recognition continued
(b) Service
Revenue from the servicing of equipment is recognised when the service has been performed.

(c) Maintenance
Revenue from the provision of maintenance services is recognised over the term of the maintenance contract on a pro rata
basis with the unexpired portion held in deferred income.

(d) Installation
Revenue from the installation of fire protection equipment is recognised over time as an asset controlled by the customer and is
created or enhanced by the Group’s performance. In such arrangements the Group provides a significant service of integrating
goods and services to provide a combined output to the customer. The amount of revenue recognised as the service is
performed is based on the assessed value of work completed using the outputs method. Should billings exceed the amount of
revenue recognised a contract liability is recognised. Should the amount of revenue recognised exceed billings a contract asset
is recognised. There were no material contract assets or liabilities at the year end.

(e) Equipment rental
Revenue from the equipment leased to customers under an operating lease is recognised over the term of the lease, typically
five years, on a pro rata basis, with the unexpired portion held in deferred income. All contracts are cancellable.

The Group recognises liabilities for consideration received in respect of unsatisfied performance obligations for maintenance
and equipment rental revenue and reports these amounts as deferred income in the Statement of Financial Position (see note
18 for opening and closing deferred income balances). For 2023, revenue includes £5,451,000 (2022: £3,752,000) included in
the deferred income balance at the beginning of the period. No revenue has been recognised (2022: £Nil) from performance
obligations satisfied in previous periods due to a change in transaction price.

The Group derives revenue from the transfer of goods and services over time and at a point in time in the revenue streams
previously identified.

2023

Timing of recognition:
At a point in time
Over time

Total revenue

2022

Timing of recognition:
At a point in time
Over time

Total revenue

Outright sale
£’000

Service Maintenance
£’000

£’000

Rental
£’000

Installation
£’000

Total
£’000

133,453
—

54,641
—

133,453

54,641

—
4,444

4,444

—
4,889

— 188,094
31,611

22,278

4,889

22,278

219,705

Outright sale
£’000

Service
£’000

Maintenance
£’000

Rental
£’000

Installation
£’000

Total
£’000

117,324
—

44,834
—

117,324

44,834

—
4,228

4,228

—
4,367

— 162,158
26,740

18,145

4,367

18,145

188,898

Although the Directors have concluded that there is one segment in which the Group operates, the revenue can be analysed
across the following countries:

United Kingdom
Belgium
Netherlands
Austria
Rest of Europe

2023
£’000

44,990
74,242
51,748
27,866
20,859

2022
£’000

42,052
63,176
45,150
22,287
16,233

219,705

188,898

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023Notes to the financial statements continuedfor the year ended 31 December 202343

2 Summary of significant accounting policies continued
Cost of sales
Cost of sales includes direct material costs net of supplier rebates. Other direct costs, largely direct labour, of £79.2 million
(2022: £62.5 million) are included within distribution costs.

Dividend distribution
Dividend distribution to the Parent Company’s shareholders is recognised as a liability in the Group’s financial statements
when paid in the case of interim dividends or in the period in which the dividends are approved by the Parent Company’s
shareholders in the case of final dividends.

3 Financial risk management
Financial risk factors
The Board considers the Group has exposure to capital risk. Risk management is carried out under treasury policies and
guidelines authorised and reviewed by the Board of Directors. This note presents information about the Group’s exposure
to each of the risks, the Group’s objectives, policies and processes for measuring and managing risk and the Group’s
management of capital. The Board has also considered the Group’s exposure to credit, liquidity, foreign exchange and interest
rate risk.

Credit risk – the Group’s trade receivables consist of a large number of customers spread across diverse industries and
geographical locations. The Group does not have any significant credit risk exposure to any single customer. As a result, the
Board has concluded that the gross carrying amount of financial assets recorded in the financial statements represents the
Group’s maximum exposure to credit risk. Trade receivables are written off when a customer enters liquidation.

Liquidity risk – the Group manages liquidity risk by maintaining adequate cash reserves, which at 31 December 2023 amounted
to £32.7 million (2022: £34.0 million), by operating within its agreed banking facilities, by continually monitoring forecast and
actual cash flows, by matching the maturity profiles of monetary assets and liabilities. The Group’s bank loans at 31 December
2023 amounted to £0.5 million (2022: £1.8 million) and their maturity is analysed in detail in note 20. In view of the significant
level of net funds available to the Group of £32.2 million (2022: £32.1 million), the Board has concluded that it has minimal
exposure to liquidity risk.

Foreign currency exchange risk – there are very few transactions, assets and liabilities that are denominated in a currency that
is different to the functional currency of the entity in which they are recorded. As such there is deemed to be little to no foreign
currency exchange risk.

Interest rate risk – the Group has minimal borrowings and net funds of £32.2 million. Therefore, the Board has concluded there
to be no interest rate risk.

Capital risk
The Group’s objective in managing capital is to maintain a strong capital base to support current operations and planned
growth and to provide for an appropriate level of dividend payment to shareholders.

The Group is not subject to external regulatory capital requirements.

Total capital

Total cash and cash equivalents
Less: borrowings

Net funds
Total equity

Total capital

2023
£’000

2022
£’000

32,737
(478)

33,962
(1,834)

32,259
152,243

32,128
145,881

184,502

178,009

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 202344

4 Significant accounting estimates and judgements
Estimates and judgements 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.

Significant estimates
The Group makes estimates and assumptions concerning the future. The resulting estimates will, by definition, seldom equal
the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the
carrying value of assets and liabilities within the next financial year are discussed below.

(a) Pension scheme assumptions and mortality tables
The carrying value of the Ansul Pension Scheme is valued using actuarial valuations. These valuations are based on
assumptions including the selection of the most appropriate mortality table for the profile of the members in the scheme and
the financial assumptions concerning discount rates and inflation. All these are estimates of future events and are therefore
uncertain. The choices are based on advice received from the scheme’s actuaries which is checked with benchmark surveys.
The sensitivity of these assumptions is discussed in note 21, Retirement benefit obligations. Following the completion of the
buy-out with Aviva in December 2023, the defined benefit obligation in respect of Nu-Swift International Pension Scheme has
been discharged. As such this is no longer deemed to represent a significant estimate.

Significant judgements
(a) Segmental reporting
The chief operating decision maker (“CODM”) for the London Security Group has been identified as the executive Board as
ultimately this function is responsible for the allocation of resources and assessing the performance of the Group’s business
units. The internal reporting provided to the CODM is a combination of consolidated financial information and detailed analysis
by brand. The management information on which the CODM makes its decisions has been reviewed and is deemed to be the
consolidated result for the Group. The Group’s companies in different European countries operate under similar economic and
political conditions with no different significant risks associated with any particular area and no exchange control risks and the
Group’s operations are managed on a Pan-European basis with close operational relationships between subsidiary companies.
In addition, the nature of products, services, production and distribution is consistent across the region. Accordingly, the
Directors have concluded that under IFRS 8 the Group operates in a single geographical and market segment and that there
is a single operating segment for which financial information is regularly reviewed by the CODM.

5 Employee benefit expense

Wages and salaries
Social security costs
Other pension costs (note 21)

2023
£’000

75,034
14,737
3,172

2022
£’000

64,717
12,697
2,867

92,943

80,281

Directors’ emoluments including employer’s National Insurance totalled £730,464 (2022: £689,015). Directors’ emoluments
excluding National Insurance totalled £710,006 (2022: £670,934). This includes an amount paid to the highest paid Director
of £486,564 (2022: £473,210). Key management personnel are deemed only to be the Directors.

The average monthly number of persons employed by the Group (including Directors) during the year was as follows:

Production
Administration and management

Total

2023
Number

46
1,589

1,635

2022
Number

46
1,550

1,596

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023Notes to the financial statements continuedfor the year ended 31 December 20236 Finance income and costs

Finance income
Bank interest receivable
Expected return on pension scheme assets (note 21)
Fair value of derivative financial instruments

Total finance income

Finance costs
Interest on bank loans, overdrafts and other loans repayable within five years
Amortisation of loan arrangement fees
Interest on lease liabilities
Interest on pension scheme liabilities (note 21)

Total finance costs

Net finance costs

7 Profit before income tax
Profit before income tax is stated after charging/(crediting):

Depreciation of property, plant and equipment
Depreciation of right of use assets
Amortisation of intangible fixed assets
Profit on disposal of plant and equipment

2022
£’000

3
7
21

(93)
(18)
(116)
(15)

(242)

(211)

2023
£’000

212
14
—

226

(50)
(6)
(200)
(8)

(264)

(38)

2023
£’000

4,523
2,514
4,041
(540)

2022
£’000

3,959
2,289
3,856
(118)

Services provided by the Group’s external auditor and network firms
During the year, the Group (including its overseas subsidiaries) obtained the following services from the Group’s auditor as
detailed below:

Audit services
Fees payable to the Parent Company’s auditor for the audit of the Group’s annual accounts
Fees payable to the Parent Company’s auditor and its network firms for other services:
– the audit of the Parent Company’s subsidiaries pursuant to legislation

In addition to the audit fees above there were expenses of £1,000 (2022: £1,000).

2023
£’000

220

160

380

2022
£’000

187

144

331

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023

8 Income tax expense

United Kingdom
Corporation tax

Foreign tax
Corporation taxes

Total current tax

Deferred tax
Origination and reversal of temporary differences representing:
– United Kingdom tax
– foreign tax

Total deferred tax (note 19)

Total tax charge

2023
£’000

2022
£’000

623

556

8,305

8,928

6,771

7,327

22
(670)

(648)

(84)
(514)

(598)

8,280

6,729

The tax for the year is higher (2022: higher) than the standard rate of corporation tax in the United Kingdom of 23.5% (2022: 19%).
The differences are explained below:

Profit on ordinary activities before taxation

Profit on ordinary activities multiplied by the standard rate of corporation tax in the United Kingdom of
23.5% (2022: 19%)
Effects of:
– expenses not deductible for tax purposes
– overseas tax rate in excess of UK standard

Total tax charge

2023
£’000

2022
£’000

31,544

26,954

7,413

5,121

761
106

8,280

535
1,073

6,729

The Group’s effective income tax rate of 26.2% of profit before tax has increased following the announcement in the UK
Chancellor’s budget to increase the United Kingdom’s main rate of corporation tax to 25.0%. As the increase took effect
from 1 April 2023 the UK standard rate of corporation tax for the year ended 31 December 2023 was 23.5%.

9 Earnings per share
The calculation of basic earnings per ordinary share (“EPS”) is based on the profit on ordinary activities after taxation of
£23,264,000 (2022: £20,225,000) and on 12,260,286 (2022: 12,261,477) ordinary shares, being the weighted average number
of ordinary shares in issue during the year.

For diluted EPS, the weighted average number of shares in issue is adjusted to assume conversion of all dilutive potential
ordinary shares. There was no difference in the weighted average number of shares used for the calculation of basic and
diluted earnings per share as there are no potentially dilutive shares outstanding.

2023

2022

£’000

Pence

£’000

Pence

Profit on ordinary activities after taxation

23,264

189.8

20,225

164.9

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023Notes to the financial statements continuedfor the year ended 31 December 2023

10 Dividends per share

Equity – ordinary shares
Final paid £0.42 (2022: £0.42) per share
Interim paid £0.82 (2022: £0.42) per share

2023
£’000

2022
£’000

5,145
10,051

5,149
5,149

15,196

10,298

The Board is recommending the payment of a final dividend in respect of the year ended 31 December 2023 of £0.42 per
ordinary share (2022: £0.42).

11 Property, plant and equipment

Cost
At 1 January 2022
Additions
On acquisitions of subsidiary undertakings
Disposals
Exchange adjustment

At 1 January 2023
Additions
On acquisitions of subsidiary undertakings
Disposals
Exchange adjustment

At 31 December 2023

Accumulated depreciation
At 1 January 2022
Disposals
Charge for the year
Exchange adjustment

At 1 January 2023
Disposals
Charge for the year
Exchange adjustment

At 31 December 2023

Net book amount

At 31 December 2023

At 31 December 2022

At 31 December 2021

Freehold
land and
buildings
£’000

10,302
95
—
(372)
337

10,362
28
—
—
(114)

Plant and
machinery
£’000

Extinguisher
rental units
£’000

4,550
375
77
(13)
209

5,198
322
7
(58)
(74)

12,225
371
—
(32)
646

13,210
561
—
(313)
(243)

Motor
vehicles
and share
in aircraft
£’000

15,117
2,946
275
(1,272)
816

17,882
6,151
55
(2,464)
(293)

Fixtures,
fittings and
equipment
£’000

5,565
840
2
(633)
262

6,036
604
27
(321)
(92)

Total
£’000

47,759
4,627
354
(2,322)
2,270

52,688
7,666
89
(3,156)
(816)

10,276

5,395

13,215

21,331

6,254

56,471

6,481
(136)
151
270

6,766
—
136
(92)

3,556
(11)
243
166

3,954
(56)
265
(58)

11,273
(31)
315
605

12,162
(312)
329
(182)

8,117
(1,000)
2,577
481

10,175
(2,285)
3,152
(171)

4,342
(532)
673
208

4,691
(321)
641
(72)

33,769
(1,710)
3,959
1,730

37,748
(2,974)
4,523
(575)

6,810

4,105

11,997

10,871

4,939

38,722

3,466

3,596

3,821

1,290

1,244

994

1,218

10,460

1,315

17,749

1,048

952

7,707

7,000

1,345

14,940

1,223

13,990

Depreciation and profit/loss on disposal have been charged to the Income Statement through administrative expenses.
Freehold land is not depreciated.

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023

11 Property, plant and equipment continued
Although the Directors have concluded that there is one segment in which the Group operates, the net book amount can be
analysed across the following countries:

United Kingdom
Belgium
Netherlands
Austria
Rest of Europe

12 Right of use assets

At 1 January 2022
Additions
Disposals
Exchange differences

At 1 January 2023
Additions
Disposals
Exchange differences

At 31 December 2023

Accumulated depreciation
At 1 January 2022
Disposals
Charge for the year
Exchange differences

At 1 January 2023
Disposals
Charge for the year
Exchange differences

At 31 December 2023

Net book amount

At 31 December 2023

At 31 December 2022

2023
£’000

3,679
7,802
2,996
1,957
1,315

2022
£’000

3,787
6,354
2,239
1,442
1,118

17,749

14,940

Leasehold
land and
buildings
£’000

3,945
2,740
(681)
223

6,227
1,352
(974)
(87)

Motor
vehicles
£’000

2,752
1,184
(400)
23

3,559
1,802
(804)
(10)

Total
£’000

6,697
3,924
(1,081)
246

9,786
3,154
(1,778)
(97)

6,518

4,547

11,065

1,178
(557)
1,337
70

2,028
(974)
1,461
(28)

1,222
(400)
952
9

1,783
(804)
1,053
(3)

2,400
(957)
2,289
79

3,811
(1,778)
2,514
(31)

2,487

2,029

4,516

4,031

4,199

2,518

1,776

6,549

5,975

Depreciation has been charged to the Income Statement through administrative expenses.

Interest charged on lease liabilities of £200,000 (2022: £116,000) is included within finance costs.

Of the net book amount, £2,863,000 (2022: £2,202,000) is in respect of assets in the United Kingdom £2,036,000
(2022: £2,141,000) is in respect of assets in Belgium. The remaining £1,650,000 (2022: £1,632,000) is spread throughout
other European countries in which the Group has operations.

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023Notes to the financial statements continuedfor the year ended 31 December 2023

Goodwill
£’000

Service
contracts
£’000

72,676
119
3,217
—
1,295

77,307
—
666
—
(461)

42,881
2,549
3,606
—
1,417

50,453
2,249
970
—
(517)

Software
£’000

1,606
438
—
(2)
92

2,134
750
—
(32)
(34)

Approval
costs
£’000

2,212
86
—
—
119

2,417
34
—
—
(42)

Total
£’000

119,375
3,192
6,823
(2)
2,923

132,311
3,033
1,636
(32)
(1,054)

77,512

53,155

2,818

2,409

135,894

15,959
—
—
1,065

17,024
—
—
(369)

29,981
—
3,602
834

34,417
—
3,817
(299)

1,271
(2)
222
69

1,560
(32)
187
(25)

2,090
—
32
112

2,234
—
37
(39)

49,301
(2)
3,856
2,080

55,235
(32)
4,041
(732)

16,655

37,935

1,690

2,232

58,512

60,857

15,220

1,128

60,283

16,036

56,717

12,900

574

335

177

183

122

77,382

77,076

70,074

13 Intangible assets

Cost
At 1 January 2022
Additions
On acquisitions of subsidiary undertakings
Disposals
Exchange differences

At 1 January 2023
Additions
On acquisitions of subsidiary undertakings
Disposals
Exchange differences

At 31 December 2023

Accumulated amortisation
At 1 January 2022
Disposals
Charge for the year
Exchange differences

At 1 January 2023
Disposals
Charge for the year
Exchange differences

At 31 December 2023

Net book amount

At 31 December 2023

At 31 December 2022

At 31 December 2021

Amortisation has been charged to the Income Statement through administrative expenses.

The Group monitors contract retention rates for any indication of impairment.

Additions as a result of the acquisition of subsidiary undertakings are discussed in further detail in note 27.

The goodwill that arose on acquisition can be attributed to a multitude of assets, including the skills and experience of staff
within the acquired business and anticipated synergies arising from the acquisition, that cannot readily be separately identified
for the purposes of fair value accounting.

Included in software additions is £493,000 of assets under construction. As such these have not been amortised in the year
ended 31 December 2023. These assets will be amortised when the assets are brought into use.

Impairment tests for goodwill
The Group tests annually whether the carrying value of goodwill has suffered any impairment, in accordance with its accounting
policy. The recoverable amount of goodwill is determined based on value-in-use calculations for each Cash Generating Unit
(“CGU”) group. The value of goodwill is split into two CGU groups to assess indicators of impairment. Of the total goodwill
£46,577,000 (2022: £46,003,000) relates to Ansul Group companies (based mainly in Belgium, Austria and the Netherlands)
and £14,280,000 (2022: £14,280,000) relates to the integrated UK companies. Of the total service contracts £12,264,000
(2022: £12,842,000) relates to Ansul Group companies and £2,956,000 (2022: £3,194,000) relates to the integrated
UK companies.

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023

13 Intangible assets continued
Impairment tests for goodwill continued
The value-in-use calculations have used pre-tax cash flow projections forecast based on the budget approved by the Board for the
year ending 31 December 2024. The key assumptions used in the cash flow projections were:

Short-term forecasts: Assumptions have been made about the short-term forecasts, used in the impairment assessment. The
budget for 2024 was based on 2023 forecast results with adjustments made for input and wage inflation and sales price increases.
The budget for 2024 was projected into perpetuity with an allowance for growth as described below.

Growth rate: An estimated growth rate of 1% (2022:1%) reflecting the mature nature of the market in which the cash-generating
units operate.

Discount rate: The cash flows have then been discounted using a pre-tax rate of 12.5% (2022: 12.5%). The CGUs in different
European countries operate under similar economic and political conditions with no different significant risks associated with any
particular area and no exchange control risks. In addition, the nature of products, services, production and distribution is consistent
across the region. Accordingly, the Directors have concluded that a single discount rate is appropriate to discount future cash flows.

Identification of CGUs: CGUs are identified based on operating cash inflows and grouped to the lowest level within the entity at
which goodwill is monitored for internal management purposes. The degree of integration in IT, product supply and staff expertise
between the component companies is also considered.

Sensitivity analysis: The value-in-use calculations did not indicate impairment in any goodwill. We have considered the sensitivity
of the value-in-use calculations to changes in all the assumptions and concluded that there is no reasonably possible assumption
change that could result in an impairment.

14 Derivative financial instruments

Interest rate agreements

2023

2022

Assets
£’000

—

Liabilities
£’000

—

Assets
£’000

—

Liabilities
£’000

—

The Group entered into interest rate agreements capping SONIA at 1.38% and EURIBOR at 0.25%. The agreements took effect
from May 2018 and remained in effect until the loans were repaid in April 2023.

15 Inventories

Raw materials and consumables
Work in progress
Finished goods

2023
£’000

8,104
1,337
12,702

2022
£’000

9,068
1,242
11,950

22,143

22,260

No (2022: £Nil) previous inventory write downs have been reversed. In 2023 write downs were made of £44,000 (2022: £2,000).
The cost of inventories recognised as an expense and included in cost of sales amounted to £46,936,000 (2022: £38,239,000).

16 Trade and other receivables

Amounts falling due within one year
Trade receivables
Less: expected credit loss allowance

Trade receivables – net
Amounts owed by related undertakings
Other receivables
Prepayments
Income tax recoverable

2023
£’000

2022
£’000

39,901
(2,447)

38,081
(2,309)

37,454
35
2,030
3,732
1,237

35,772
31
2,186
1,825
885

44,488

40,699

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023Notes to the financial statements continuedfor the year ended 31 December 202351

16 Trade and other receivables continued
Amounts owed by related undertakings do not attract interest, no security is held in respect of these balances and they are
repayable on demand.

In line with our trade receivables accounting policy, the Group applies the IFRS 9 simplified model of recognising lifetime expected
credit losses for all trade receivables as these items do not have a significant financing component. In measuring expected credit
losses, the trade receivables have been assessed on a collective basis as they possess shared credit risk characteristics. They
have been grouped in months past due. On this basis the expected credit loss for trade receivables was determined as follows:

31 December 2023 trade receivables

Expected credit loss rate
Gross carrying amount
Lifetime expected credit loss

31 December 2022 trade receivables

Expected credit loss rate
Gross carrying amount
Lifetime expected credit loss

Current

Up to
3 months

3 to
6 months

Over
6 months

Total

0.3% 3.12% 17.2% 72.4%
1,892
1,370

10,126
316

4,063
699

23,820
62

39,901
2,447

Current

0.1%
24,429
34

Up to
3 months

3 to
6 months

Over
6 months

Total

1.8%
8,684
154

12.0% 100.0%
1,733
3,235
1,733
388

38,081
2,309

The expected credit loss for trade receivables over six months old has been re-assessed in the year. 2022 was overstated as
the widespread failure of businesses following the ending of Covid-19 restrictions did not materialise.

The carrying amounts of the Group’s trade and other receivables are denominated in the following currencies:

Sterling
Euro

Total

These are detailed as Sterling equivalent.

Movements in the Group provision for expected credit loss allowance are as follows:

At 1 January
Increase in loss allowance recognised in the year
Receivables written off in the year as uncollectable
Unused amounts reversed

At 31 December

2023
£’000

2022
£’000

9,795
34,693

9,875
30,824

44,488

40,699

2023
£’000

2,309
750
(336)
(276)

2022
£’000

2,064
795
(317)
(233)

2,447

2,309

Amounts charged to the allowance account are generally written off when there is no expectation of recovering additional cash.
The other classes within trade and other receivables do not contain impaired assets. The maximum exposure to credit risk at
the reporting date is the carrying value of each class of receivable mentioned above.

The carrying value of trade and other receivables approximates to fair value.

The Group does not hold any collateral as security.

17 Cash and cash equivalents

Cash at bank and in hand

The carrying value of cash at bank and in hand represents its fair value due to its short maturity.

2023
£’000

2022
£’000

32,737

33,962

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023

18 Trade and other payables

Current
Trade payables
Other payables
Other taxation and social security
Accruals
Deferred income

2023
£’000

2022
£’000

6,772
3,847
15,923
5,952
3,909

6,700
3,543
15,636
5,101
5,451

36,403

36,431

£5,451,000 (2022: £3,752,000) of revenue was recognised in the year in respect of items which were included in the deferred
income balance at the start of the year.

Contingent consideration of £234,000 (2022: £445,000) in respect of acquisitions is included within other payables.

Deferred consideration of £620,000 (2022: £1,360,000) in respect of acquisitions is included within other payables.

Non-current
Other payables

19 Deferred income tax

Deferred tax asset
Pension deficit
Decelerated capital allowances
Lease liabilities*
Unrecoverable losses

Deferred tax liabilities
Pension surplus
Intangible assets
Right of use assets*
Accelerated capital allowances

2023
£’000

2022
£’000

1,090

936

Amount
recognised/(provided)

Amount
unrecognised

2023
£’000

259
458
1,669
—

2,386

2022
Restated
£’000

238
456
1,518

—

2,212

(121)
(1,300)
(1,637)
(390)

(98)
(1,620)
(1,493)
(493)

(3,448)

(3,704)

2023
£’000

2022
£’000

—
—
—
1,428

1,428

—
—
—
—

—

—
—
—
1,428

1,428

—
—
—
—

—

Net deferred tax liability

(1,062)

(1,492)

1,428

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023Notes to the financial statements continuedfor the year ended 31 December 2023

1 January
Restated
2023
£’000

Recognised
in other
comprehensive
income
£’000

Recognised
in business
combination
– see note 27
£’000

Recognised
in Income
Statement
£’000

31 December
2023
£’000

238
1,518
456

2,212

(98)
(1,620)
(1,493)
(493)

(3,704)

(1,492)

43
—
—

(18)
—
—
—

(18)

—
—
—

—

—
(243)
—
—

(243)

(22)
151
2

131

(5)
563
(144)
103

517

648

259
1,669
458

2,386

(121)
(1,300)
(1,637)
(390)

(3,448)

(1,062)

19 Deferred income tax continued

Non-current assets
Pension deficit
Lease liabilities*
Property, plant and equipment

Non-current liabilities
Pension surplus
Intangible assets
Right of use assets*
Property, plant and equipment

Net deferred tax liability

Deferred tax assets and liabilities relating to the application of lease liabilities are netted off in the statement of financial position as they are settled in the same
statutory entity, deferred tax assets and deferred tax liabilities presented in the statement of financial position are:

Financial maturity analysis

Deferred tax assets
Deferred tax liabilities
Net deferred tax liability

2023
£’000

749
(1,811)
(1,062)

2022
Restated
£’000

719
(2,211)
(1,492)

Deferred tax is measured on a non-discounted basis at the tax rates that are expected to apply in the periods in which
temporary differences will reverse, based on tax rates and laws substantively enacted at the Statement of Financial Position
date applicable to the jurisdiction in which the asset/liability is recognised. It is not anticipated that any of the deferred tax
asset or liability in respect of the pension deficit or surplus will reverse in the 12 months following the Statement of Financial
Position date. Whilst it is anticipated that an element of the remaining deferred tax assets and liabilities will reverse during the
12 months following the Statement of Financial Position date, any such reversal is not expected to be material. The deferred tax
asset unrecognised relates wholly to unrecoverable tax losses carried forward within London Security plc Parent Company of
£5,712,000 (2022: £5,712,000).

This is the first year of applying the amendments to IAS 12. This required recognition of deferred tax assets and liabilities
relating to IFRS 16 leases. An adjustment has been made to recognise a deferred tax asset on the present value of lease
liabilities and a deferred tax liability on the value of right of use assets. The adjustment has been made retrospectively in 2022
and resulted in an increase in reserves of £12,000.

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023

20 Borrowings

Non-current (more than one year but less than five years)
Bank borrowings:
– in one to two years
– between two and five years

Current (one year or less or on demand)
Bank borrowings

Total borrowings

The carrying value of borrowings approximates to its fair value.

£’000

95
2

158
78

236

381

478

1,598

1,834

Interest rates (including the bank’s margin) on the bank loans in existence during the year averaged 2.66% (2022: 2.24%)
per annum. Bank loans are stated net of unamortised finance arrangement costs of £Nil (2022: £6,000), of which £Nil
(2022: £Nil) is to be amortised after more than one year.

The table below analyses the Group’s financial liabilities including interest which will be settled on a net basis into relevant
maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts
disclosed in the table are the contractual undiscounted cash flows which have been calculated using spot rates at the relevant
balance sheet date. Other financial liabilities include trade payable, other payables and accruals which are expected to be
settled in line with the amounts disclosed in note 18.

Financial maturity analysis

Bank borrowings:
– within one year
– in one to two years
– between two and five years

2023
£’000

385
95
2

482

2022
£’000

1,619
162
79

1,860

The estimated fair value of the interest rate cap has been included in the Statement of Financial Position as disclosed in note 14.
The interest rate cap ended in April 2023 when the loans were repaid.

The borrowings are secured by fixed and floating charges on certain assets of the Group.

The carrying amounts of the Group’s borrowings, all of which are floating rate financial liabilities, are denominated in the
following currencies:

Currency
Sterling
Euro

Weighted
average
interest
rate
2023

—
2.53%

2.53%

Total
2023
£’000

—
478

478

Weighted
average
interest
rate
2022

Total
2022
£’000

311
1,523

3.91%
1.63%

1,834

2.24%

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023Notes to the financial statements continuedfor the year ended 31 December 2023

21 Retirement benefit obligations
The Group operates a number of pension schemes. Details of the major schemes are set out below.

Nu-Swift International Pension Scheme
Nu-Swift International Limited operated a funded defined benefit pension scheme, which was closed to new entrants with
effect from 1 December 2002 and to further accrual on 30 June 2007, providing benefits based on final pensionable earnings.
The assets of the scheme were held separately from those of the Group. In May 2020 the trustees entered into a bulk purchase
annuity contract with Aviva in respect of all benefits in the scheme. The cash flows arising from the annuity policy therefore
match the defined benefit obligation. Any changes in the defined benefit obligation due to changes in financial conditions or
demographic factors are therefore offset by movements in the value of the bulk annuity policy. The scheme’s assets are stated
at their market value at 31 December 2023. The scheme completed the buy-out with Aviva in December 2023 and therefore the
defined benefit obligation at 31 December 2023 is £nil.

At 31 December 2023 the scheme had a net defined benefit surplus calculated in accordance with IAS 19 using the
assumptions set out of £342,000 (2022: £276,000). The surplus is recognised as it is confirmed that the Group does have an
unconditional right to a refund of surplus contributions once all pensions have been applied and the scheme winds up. On this
basis, no liability for minimum funding requirements has been recognised.

The Group paid no contributions to the scheme (2022: £Nil) over the year.

The financial assumptions used to calculate the liabilities of the scheme under IAS 19 are:

Discount rate
Inflation rate
Salary increase rate
Increases for pensions in payment
Revaluation of deferred pensions

2023

n/a
n/a
n/a
n/a
n/a

2022

2021

4.80%
2.90–3.40%
n/a
2.60–3.30%
2.90%

1.80%
3.20–3.70%
n/a
2.70–3.60%
3.20%

Assumptions regarding future mortality experience are set based on advice, published statistics and experience in each
territory. The average life expectancy in years of a pensioner retiring at age 65 at the Statement of Financial Position date is
as follows:

Male
Female

2023

n/a
n/a

2022

21.8
24.1

The average life expectancy in years of a pensioner retiring at age 65, 20 years after the Statement of Financial Position date, is
as follows:

Male
Female

The assets in the scheme were:

Buy-in annuity policy
Bonds
Cash

Present value of the scheme’s liabilities

Surplus in the Nu-Swift Scheme recognised in the Statement of Financial Position

Related deferred tax liability

2023

n/a
n/a

2022

22.7
25.3

Percentage
of scheme
assets
2022

96.6%
0.6%
2.8%

Value at
31 December
2023
£’000

Percentage
of scheme
assets
2023

Value at
31 December
2022
£’000

—
68
274

342
—

342

(121)

— 10,449
68
298

20%
80%

10,815
10,539

276

(98)

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023

21 Retirement benefit obligations continued
Analysis of the amount recognised in the Income Statement

Interest credit

Total operating credit

Movement in the defined benefit obligation over the year

Start of the year
Settlement in respect of buy-out
Interest cost
Actuarial gain arising from changes in financial assumptions
Actuarial gain/(loss) arising from changes in demographic assumptions
Benefits paid

End of the year

Movement in the fair value of the plan assets over the year

Start of the year
Settlement in respect of buy-out
Interest income
Actual return on assets (excluding amount included in net interest expense)
Benefits paid

End of the year

2023
£’000

(14)

2022
£’000

(7)

2023
£’000

2022
£’000

(10,539)
10,090
(458)
108
245
554

(13,187)
—
(231)
2,288
(81)
672

— (10,539)

2023
£’000

2022
£’000

10,815
(10,090)
472
(301)
(554)

13,567
—
238
(2,318)
(672)

342

10,815

Analysis of the amount recognised in the Consolidated Statement of Comprehensive Income

Actuarial gain on defined benefit obligation
Actual return on assets less interest

Loss recognised in the Consolidated Statement of Comprehensive Income

Sensitivity of the liability value to changes in the principal assumptions
Following the completion of the buy-out with Aviva there is no sensitivity in the current year.

2023
£’000

353
(301)

2022
£’000

2,207
(2,318)

(111)

Ansul Pension Scheme
Ansul S.A. operates a number of funded pension schemes, the majority of which are prescribed by the Belgian state. Included
within these is a funded pension scheme for which the majority of the Belgian employees are eligible, providing benefits based
on final pensionable earnings. The assets of the scheme are held separately from those of the Ansul Group, being invested with
Delta Lloyd Life and are valued each year. The total pension cost of the Ansul Group scheme is determined by an independent
qualified actuary. The scheme’s assets are stated at their market value at 31 December 2023.

The Group paid contributions to the scheme amounting to £420,000 (2022: £383,000) over the year. There are no minimum
contribution requirements for this scheme. The Group expects to make contributions of £299,000 in the next reporting period.

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023Notes to the financial statements continuedfor the year ended 31 December 2023

21 Retirement benefit obligations continued
Ansul Pension Scheme continued
The financial assumptions used to calculate liabilities of the schemes under IAS 19 are:

Discount rate
Inflation rate
Salary increase rate

2023

2022

2021

3.40%
2.25%
1.00%

3.50%
2.25%
1.00%

1.10%
2.00%
1.00%

Male
Female

2023

21.9
25.3

2022

21.9
25.3

The average life expectancy in years of a pensioner retiring at age 65, 20 years after the Statement of Financial Position date, is
as follows:

Male
Female

The assets in the scheme were:

Assets with guaranteed interest with insurer
Present value of the scheme’s liabilities

Deficit in the Ansul scheme recognised in the Statement of Financial Position

Related deferred tax asset

Analysis of the amount recognised in the Income Statement

Interest charge

Total operating charge

Movement in the defined benefit obligation over the year

Start of the year
Current service cost
Interest cost
Actuarial (loss)/gain arising from changes in financial assumptions
Benefits paid
Exchange movement

End of the year

2023

22.0
25.4

2022

22.0
25.4

Value at
31 December
2023
£’000

Percentage
of scheme
assets
2023

Value at
31 December
2022
£’000

Percentage
of scheme
assets
2022

2,930
(3,951)

(1,021)

255

100%
—

—

2,849
(3,802)

(953)

238

100%
—

—

2023
£’000

(3,802)
(325)
(120)
(160)
391
66

2022
£’000

(4,802)
(315)
(49)
1,257
362
(255)

(3,951)

(3,802)

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 202358

21 Retirement benefit obligations continued
Movement in the fair value of the plan assets over the year

Start of the year
Return on assets
Actuarial loss
Employer contributions
Benefits paid
Exchange movements

End of the year

2023
£’000

2,849
112
(11)
420
(391)
(49)

2022
£’000

2,658
34
(8)
383
(362)
144

2,930

2,849

Analysis of the amount recognised in the Consolidated Statement of Comprehensive Income

Actual return less expected return on pension scheme assets

Actuarial gain recognised in the Consolidated Statement of Comprehensive Income

2023
£’000

(171)

2022
£’000

1,249

Sensitivity of the liability value to changes in the principal assumptions
Prior to the effect of deferred tax, the impact of a 0.1% increase in the inflation rate would be to increase the pension deficit
by £27,000 (2022: £16,000); a decrease of 0.1% in the inflation rate would decrease the deficit by £7,000 (2022: £15,000).
The impact of a 0.1% increase in the discount rate would be to decrease the pension deficit by £34,000 (2022: £39,000);
a decrease of 0.1% in the discount rate would increase the deficit by £57,000 (2022: £44,000).

UK stakeholder scheme
The contributions paid by the Group to the defined contribution stakeholder pension schemes in operation within the United
Kingdom amounted to £792,285 in the year ended 31 December 2022 (2022: £820,416).

Total pension costs charged to the Income Statement for all schemes in which the Group participates amounted to £3,172,000
for the year ended 31 December 2022 (2022: £2,867,000) and were wholly recognised in administrative expenses.

22 Provisions

Provision at 1 January 2023
Movement in the year

Provision at 31 December 2023

Current

Rectification
provision
£’000

Non-current

Environmental
provision
£’000

10
(4)

138
(2)

136

Total
£’000

148
(6)

142

The rectification provision relates to after sales costs. The environmental provision relates to costs associated with soil
contamination. The cost of the decontamination is expected to be spread over a number of years and the provision is based
on quotes received from contractors. The impact of discounting is considered immaterial to the amounts provided.

23 Called up share capital

Allotted, called up and fully paid
Ordinary shares of 1p each

2023
Number

2023
£’000

2022
Number

12,259,877

123

12,260,977

2022
£’000

123

There are no outstanding options at 31 December 2023.

The mid-market price of the Company’s shares at 31 December 2023 was £30.50 and the range during the year was £31.00
to £23.50.

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023Notes to the financial statements continuedfor the year ended 31 December 2023

23 Called up share capital continued
During the year the Company purchased 1,100 shares with a nominal value of 1 pence each at a total cost of £33,000
(2022: 500 shares with a nominal value of 1 pence each at a total cost of £13,000). These shares were held in Treasury
and subsequently cancelled. The movement in the capital redemption reserve created as a result is £Nil (2022: £Nil).

Share premium account

At 1 January 2023 and 31 December 2023

Capital redemption reserve

At 1 January 2023 and 31 December 2023

The capital redemption reserve has arisen following the purchase of own shares.

Merger reserve

At 1 January 2023 and 31 December 2023

The merger reserve is not a distributable reserve.

Other reserve

At 1 January 2023
Exchange adjustments

At 31 December 2023

The other reserve relates entirely to the effects of changes in foreign currency exchange rates.

24 Reconciliation of operating profit to cash generated from operations

£’000

344

£’000

2,033

£’000

8,658
(1,579)

7,079

Operating profit
Depreciation of property, plant and equipment
Depreciation of right of use assets
Amortisation of intangible assets
Profit on disposal of property, plant and equipment
Difference between pension charge and cash contributions
Increase in trade and other receivables
(Decrease)/increase in trade and other payables
Decrease in provisions
Decrease/(increase) in inventories

Cash generated from operations

Disposal of property, plant and equipment

Net book value
Profit on disposal of property, plant and equipment

Proceeds

2023
£’000

2022
£’000

31,582
4,523
2,514
4,041
(540)
(68)
(3,641)
(344)
(249)
416

27,165
3,959
2,289
3,856
(118)
(55)
(5,201)
4,187
(921)
(4,672)

38,234

30,489

2023
£’000

181
540

721

2022
£’000

612
118

730

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023

25 Reconciliation of liabilities arising from financing activities

1 January 2022
Cash flow:
– new loans
– repayment of loans

Non-cash items
New lease liabilities

31 December 2022

1 January 2023
Cash flow:
– new loans
– repayment of loans

Non-cash items
New lease liabilities

31 December 2023

Long-term
borrowings
£’000

Short-term
borrowings
£’000

Lease
liabilities
£’000

Total
£’000

1,340

2,430

4,343

8,113

419
—

(1,406)
—

353

15
(2,312)

1,348
—

1,481

Long-term
borrowings
£’000

Short-term
borrowings
£’000

—
(2,480)

171
4,039

6,073

Lease
liabilities
£’000

434
(4,792)

113
4,039

7,907

Total
£’000

353

1,481

6,073

7,907

87
—

(343)
—

40
(1,449)

309
—

381

—
(2,684)

133
3,154

6,676

127
(4,133)

99
3,154

7,154

Non-cash items relate to foreign exchange movements, amortisation of finance arrangement costs and the movement between
current and non-current debt in the year.

The new lease liabilities are also non-cash items as described in accounting policies in note 2 and analysed in note 26.

26 Lease liabilities
The Group leases various properties and vehicles under non-cancellable lease agreements. The majority of lease agreements
are between one and five years and the majority of lease agreements are renewable at the end of the lease period at
market rates.

Following adoption of IFRS 16 the lease liability is initially measured at the present value of the lease payments that are not paid
at the commencement date, discounted using the Group’s incremental borrowing rate at that time.

Maturity analysis – contractual undiscounted cash flows

Within one year
Between two and five years inclusive
More than five years

Total undiscounted lease liabilities at 31 December

Lease liabilities included in Statement of Financial Position at 31 December

Current
Non-current

2023
£’000

2,488
4,374
325

7,187

2023
£’000

2,274
4,402

6,676

2022
£’000

2,137
3,876
282

6,295

2022
£’000

2,040
4,033

6,073

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023Notes to the financial statements continuedfor the year ended 31 December 2023

27 Acquisitions
On 15 June 2023 the Group purchased the entire share capital of Brandbeveiliging Marlier B.V. which included its subsidiary
Arcom B.V., companies incorporated in, and which operate in, Belgium.

The disclosure of their book and provisional fair values of net assets acquired is as follows:

Property, plant and equipment
Service contracts
Inventories
Receivables
Cash and cash equivalents
Payables
Borrowings
Deferred tax liabilities

Fair value of net assets acquired
Goodwill

Total consideration
Cash and cash equivalents acquired

Net consideration

Satisfied by:

Cash

Net consideration

Book value
2023
£’000

Fair value
2023
£’000

89
—
229
410
363
(412)
(127)
—

552
—

—
—

—

—
970
—
—
—
—
—
(243)

727
—

—
—

—

Total
2023
£’000

89
970
229
410
363
(412)
(127)
(243)

1,279
666

1,945
(363)

1,582

Consideration
2023
£’000

1,582

The gross contractual amounts receivable for acquired receivables is consistent with fair value. Acquired receivables are
expected to be collected in full following acquisition. Acquisition related costs of £7,000 were expensed in the year.

The revenue and net loss of Brandbeveiliging Marlier B.V. since the acquisition date included in the Consolidated Statement
of Comprehensive Income for the year ended 31 December 2023 were £638,000 and £23,000 respectively. On a pro rata
basis the revenue and net loss would have been expected to be £1,276,000 and £46,000 had the acquisition taken place on
1 January 2023.

The revenue and net loss of Arcom B.V. since the acquisition date included in the Consolidated Statement of Comprehensive
Income for the year ended 31 December 2023 were £285,000 and £18,000 respectively. On a pro rata basis the revenue and
net loss would have been expected to be £570,000 and £36,000 had the acquisition taken place on 1 January 2023.

28 Group undertakings
The Group wholly owns the entire issued and voting ordinary share capital of all the subsidiaries listed.

Advanced Fire Protection Limited
AFS Fire & Security Limited
Alarm Masters S.A.
Alfa Prevent Srl
All-Protec N.V.
A.L.P.I. sarl

Activity

Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection

Country of registration or
incorporation and operation

Wales
England
Belgium
Belgium
Belgium
Luxembourg

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023
62

28 Group undertakings continued

Amberfire Limited
Ansul B.V.
Ansul Solutions B.V.
Ansul S.A.
Ansul Belgium S.A.
Arcom B.V,
ASCO Extinguishers Company Limited
Braco B.V.B.A.
Blesberger G.m.b.H.
Blusdesign B.V.
Boensma B.V.
Braho Brandpreventie B.V.
Brandbeveiliging Marlier B.V,
Brandpreventie Groep B.V.
City Fire Protection Services Limited
Dania Brandteknik Aps
DC Security B.V.B.A.
Dimex Technics S.A.
Facilities Fire Protection Limited
Feuerschutz Hollmann G.m.b.H.
Fire-Ex G.m.b.H.
Fire Industry Specialists Limited
Firepoint Services Limited
Fire Protection Holdings Limited
Fire Protection System Srl
Firetec Sarl
Florian Feuerschutz G.m.b.H.
GC Fire Protection Limited
GFA Premier Limited
GX Securite Srl
Hoyles Limited
Hoyles Fire & Safety Limited
Importex S.A.
Kuhn Feuerschutz G.m.b.H.
Le Chimiste Sprl
Linde Brandmateriel Aps
LS UK Fire Group Limited
Ludwig Brandschutztechnik G.m.b.H.
Lutticke Brandschutztechnik G.m.b.H.
L. W. Safety Limited
Neubrandenburger Feuerschutz Lange G.m.b.H.
Niemeyer Feuerschutz G.m.b.H.
Noris Feuerschutzgerate G.m.b.H.
Nu-Swift (Engineering) Limited
Nu-Swift Brandbeveiliging B.V.
Nu-Swift International Limited
One Protect Sarl

Activity

Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Intruder alarms
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Sub-holding
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Sub-holding
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Sub-holding
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection

Country of registration or
incorporation and operation

England
The Netherlands
The Netherlands
Belgium
Belgium
Belgium
Scotland
Belgium
Austria
The Netherlands
The Netherlands
The Netherlands
Belgium
The Netherlands
England
Denmark
Belgium
Belgium
England
Germany
Austria
England
England
England
Belgium
Luxembourg
Austria
England
England
Belgium
England
England
Belgium
Germany
Belgium
Denmark
England
Germany
Germany
England
Germany
Germany
Austria
England
The Netherlands
England
France

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023Notes to the financial statements continuedfor the year ended 31 December 2023
63

Country of registration or
incorporation and operation

Austria
The Netherlands
England
The Netherlands
England
Belgium
Belgium
Germany
Austria
England
France
Belgium
England
England

Activity

Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Fire protection
Sub-holding
Fire protection
Intruder alarms
Fire protection
Fire protection

28 Group undertakings continued

PMP Manus G.m.b.H.
Prevent Brandbeveiliging B.V.
Pyrotec Fire Protection Limited
Record Brandbeveiliging B.V.
S2 Fire Solutions Limited
Security Alarm Service Company Sprl
Somati FIE N.V.
TAB Brandschutz G.m.b.H.
Total Fire-Stop G.m.b.H.
The General Fire Appliance Co. Limited
Triangle Incendie SAF
Trium N.V.
Tunbridge Wells Fire Protection Limited
TVF (UK) Limited

With the exception of the Parent Company’s 100% interest in Fire Protection Holdings Limited, the shares in the remaining
Group undertakings are held by subsidiary undertakings. Addresses and contact details for these subsidiaries are given inside
the back cover. LS UK Fire Group Limited’s and Fire Protection Holdings Limited’s registered address is: Premier House,
2 Jubilee Way, Elland HX5 9DY.

The following subsidiaries have taken advantage of exemption from audit under Section 479a of the Companies Act 2006:

Advanced Fire Protection Limited, AFS Fire & Security Limited, ASCO Extinguishers Company Limited, City Fire Protection
Services Limited, Facilities Fire Protection Limited, Fire Industry Specialists Limited, Fire Protection Holdings Limited, GC Fire
Protection Limited, GFA Premier Limited, Hoyles Limited, Hoyles Fire & Safety Limited, LS UK Fire Group Limited, L.W. Safety
Limited, Nu-Swift International Limited, Nu-Swift (Engineering) Limited, Pyrotec Fire Protection Limited, S2 Fire Solutions
Limited, The General Fire Appliance Co. Limited, Tunbridge Wells Fire Protection Limited, TVF (UK) Limited.

Firepoint Services Limited, Extinguish Fire Solutions Ltd and Assured Fire Services Ltd at the registered address: Premier
House, 2 Jubilee Way, Elland HX5 9DY. Future Fire Protection Limited, Coastline Fire Protection Limited and Coastline Fire
Alarms Limited at the registered address: Caburn Enterprise Park, Ringmer BN8 5NP. Paramount Fire Armour Limited at the
registered address: 56/69 Queens Road, High Wycombe HP13 6AH.

In order to comply with the Companies, Partnerships and Groups (Accounts and Reports) Regulations 2015 the Group is
no longer able to take advantage of Section 410 of the Companies Act 2006 to disclose only its principal subsidiaries in the
financial statements. Additional wholly owned subsidiaries, all of which are dormant, are:

ABC Fire Protection (Halifax) Limited, Beta Fire Protection Limited, BWH Manufacturing Limited, Cowley Fire Limited,
Fire Reliant Limited, Green Cross Limited, Hydro Fire Limited, KDN Fire Protection Limited, KW Fire Protection Limited,
L & P Fire Safety Equipment Limited, LS Fire Group Limited, Modern Fire Extinguisher Services Limited, Premier Fire Limited,
North Staffs Fire Limited, Nu-Swift Limited, United Fire Alarms Limited and Wilts Fire Limited all share the registered address:
Premier House, 2 Jubilee Way, Elland HX5 9DY.

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023
64

28 Group undertakings continued
1st Quote Fire Limited, Assured Fire Protection & Safety Limited, Firebreak Fire Securities Limited, Fire Safety Services Scotland
Limited and Swift-N-Sure (Fire Appliances) Limited all share the registered address: Unit 1.1, Festival Court, Brand Place,
Glasgow G51 1DR.

Alexander Systems Limited, Cleeve Fire Protection Limited, Fire Services and Supplies Limited, Firex UK Limited,
MK Fire Limited, Thames Valley Fire Protection Limited, Trafalgar Compliance Services Limited, TVF Alarms Limited,
TVF Systems Services Limited and Ulysses Fire Services Limited all share the registered address: 56/69 Queens Road,
High Wycombe HP13 6AH.

Pyrotec Fire Detection Limited has the registered address: Caburn Enterprise Park, Ringmer BN8 5NP.

Tower Fire Alarm Services Limited has the registered address: Trenton House, 59a Imperial Way, Croydon CR0 4RR.

Amberfire Limited and Firestop Services Limited share the registered address: Unit 15, Cedar Parc, Lincoln Road, Doddington,
Lincolnshire LN6 4RR.

All of these entities have been included within the consolidation.

29 Ultimate parent undertaking and controlling party
The Parent Company regards EOI Fire SARL, a company registered in Luxembourg, as its ultimate parent undertaking through
its 80% interest in London Security plc. EOI Fire SARL’s registered address is, 12E Rue Guillaume Kroll, Luxembourg, L-1882.
The largest and smallest group of undertakings for which group accounts are drawn up and the Company is a member of is
FR Participation SARL. FR Participation SARL’s address is 12E Rue Guillaume Kroll, Luxembourg, L-1882. The Directors regard
the Eden and Ariane Trusts as the ultimate controlling parties through their controlling interest in EOI Fire SARL and Tristar
Fire Corp.

30 Related party transactions
All related party transactions are conducted on an arm’s length basis.

During the year the Group incurred costs amounting to £804,374 (2022: £734,774) in respect of the Executive Directors
including the Head Office and other expenses under the Services Agreement referred to in the Directors’ Remuneration Report
and remuneration of key management personnel in note 5.

The Group recharged and was reimbursed £52,000 (2022: £62,000) in relation to the Services Agreement by Andrews Sykes.
Andrews Sykes is related through common control.

The balance disclosed in note 16 as being due from related undertakings is with EFS Property Holdings Ltd., a company
controlled by J.G. Murray. The amount outstanding at the year end relates entirely to transactions in the year.

The Group made sales to Andrews Sykes in relation to fire protection in the year of £19,124 (2022: £12,626).

The Group made sales to fire companies in Switzerland controlled by J.G. Murray in the year of £400,802 (2022: £448,656).

The Group incurred £69,519 (2022: £105,000) of expenditure on behalf of J-J. Murray during the year. This amount was
reimbursed in the year.

The Group incurred £14,628 (2022: £4,000) of expenditure on behalf of J-P. Murray during the year. This amount was
reimbursed in the year.

31 Post balance sheet events
Subsequent to the year end the Group has completed the acquisition of further service contracts for a total of £922,000
(2022: £2,480,000).

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023Notes to the financial statements continuedfor the year ended 31 December 2023Parent Company balance sheet

as at 31 December 2023

Fixed assets
Tangible assets
Investments

Current assets
Debtors
Cash at bank and in hand

Creditors: amounts falling due within one year
Borrowings
Creditors

Net current assets

Total assets less current liabilities

Creditors: amounts falling due after more than one year
Derivative financial instruments

Net assets

Capital and reserves
Called up share capital
Share premium account
Capital redemption reserve fund
Profit and loss account

Total shareholders’ funds

Notes

2023
£’000

2022
£’000

2
3

5
6

617
49,804

672
49,804

50,421

50,476

1,146
1,498

2,644

—
(375)

(375)

1,132
2,656

3,788

(311)
(344)

(655)

2,269

3,133

52,690

53,609

—

52,690

53,609

123
344
1
52,222

123
344
1
53,141

52,690

53,609

The Parent Company’s profit for the year was £14,309,000 (2022: £11,266,000).

The registered number of the Company is 00053417.

The notes on pages 67 to 70 are an integral part of these financial statements.

The financial statements on pages 65 and 66 were approved by the Board of Directors on 14 May 2024 and were signed on its
behalf by:

J-J. Murray
Chairman
14 May 2024

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023

Parent Company statement of changes in equity

for the year ended 31 December 2023

At 1 January 2022

Total comprehensive income for the year
Profit for the financial year

Contributions by and distributions to owners of the Company:
– purchase of own shares
– dividends

At 1 January 2023

Total comprehensive income for the year
Profit for the financial year

Contributions by and distributions to owners of the Company:
– dividends
– purchase of own shares

Called up
share
capital
£’000

123

Share
premium
reserve
£’000

344

Capital
redemption
reserve
£’000

Profit
and loss
account
£’000

Shareholders’
funds
£’000

52,186

52,654

—

—
—

—

—
—

— 11,266

11,266

—
(13)
— (10,298)

(13)
(10,298)

123

344

53,141

53,609

—

—
—

—

—
—

— 14,309

14,309

— (15,196)
(32)
—

(15,196)
(32)

At 31 December 2023

123

344

52,222

52,690

The notes on pages 67 to 70 are an integral part of these financial statements.

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023

Notes to the Parent Company financial statements

for the year ended 31 December 2023

1 Principal accounting policies
Basis of accounting
London Security plc is a public company limited by shares and incorporated and domiciled in the United Kingdom.

These financial statements were prepared in accordance with Financial Reporting Standard 102 “The Financial Reporting
Standard applicable in the UK and the Republic of Ireland” (“FRS 102”). The functional and presentation currency of these
financial statements is Sterling.

In these financial statements, the Company is considered to be a qualifying entity (for the purposes of this FRS) and has applied
the exemptions available under FRS 102 in respect of the following disclosures:

l reconciliation of the number of shares outstanding from the beginning to the end of the year;

l Statement of Cash Flows and related notes; and

l key management personnel compensation.

As the consolidated financial statements of London Security plc include the equivalent disclosures, the Company has also
taken the exemptions under FRS 102 available in respect of the following disclosures:

l presenting a Parent Company profit and loss account under Section 408 of the Companies Act 2006; and

l the disclosures required by FRS 102.11 “Basic financial instruments” and FRS 102.12 “Other financial instrument issues”

in respect of financial instruments not falling within the fair value accounting rules of Paragraph 36(4) of Schedule 1.

These Parent Company financial statements have been prepared on the going concern basis, under the historical cost
convention as modified by revaluation of financial liabilities held at fair value through profit and loss in accordance with the
Companies Act 2006 and applicable accounting standards in the United Kingdom. The Directors have prepared these
financial statements on the fundamental assumption that the Company is a going concern and will continue to trade for at
least 12 months following the date of approval of the financial statements. In determining whether the Company’s financial
statements should be prepared on a going concern basis, the Directors have considered the factors likely to affect future
performance. The Directors have reviewed trading and cash flow forecasts as part of the going concern assessment and
based on this have the expectation that the Company has adequate resources to continue in operational existence for the
foreseeable future.

A summary of the more important accounting policies, which have been consistently applied, is set out below.

Significant accounting estimates and judgements
There were no significant accounting estimates or judgements required in preparing the Company’s financial statements.

Tangible fixed assets
The cost of tangible fixed assets is their purchase cost or internal production costs, together with any incidental costs
of acquisition.

Depreciation is provided for on all tangible fixed assets on the straight line method at rates calculated to write off the cost
or valuation less estimated residual values over the estimated lives of the assets. The annual rates are as follows:

Share in aircraft 7%

Fixed assets are reviewed for impairment if events or changes in circumstances indicate that the carrying value may not be
recoverable. Any impairment in value is charged to the profit and loss account.

Investments
Investments in subsidiary undertakings are included at cost unless, in the opinion of the Directors, an impairment has occurred,
in which case the deficiency is charged to the Parent Company’s profit and loss account.

Deferred tax
Deferred tax is provided on timing differences which arise from the inclusion of income and expenses in tax assessments
in periods different from those in which they are recognised in the financial statements. Deferred tax is not recognised on
permanent differences arising because certain types of income or expense are non-taxable or are disallowable for tax, or
because certain tax charges or allowances are greater or smaller than the corresponding income or expense.

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 202368

Notes to the Parent Company financial statements
continued

for the year ended 31 December 2023

1 Principal accounting policies continued
Deferred tax continued
Deferred tax is provided in respect of the additional tax that will be paid or avoided on differences between the amount at
which an asset (other than goodwill) or liability is recognised in a business combination and the corresponding amount that can
be deducted or assessed for tax. Goodwill is adjusted by the amount of such deferred tax.

Deferred tax is measured at the tax rate that is expected to apply to the reversal of the related difference, using tax rates
enacted or substantively enacted at the balance sheet date.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that is it probable that they will be
recovered against the reversal of deferred tax liabilities or other future taxable profits.

Finance arrangement costs and interest rate caps
Costs of arranging bank loans and interest rate caps are treated as a deduction from the loan liability and are amortised over
the lives of the relevant loans.

Derivative financial instruments
Derivative financial instruments are recognised at fair value. The gain or loss on remeasurement to fair value is recognised
immediately in profit or loss.

Dividend distribution
Dividend distribution to the Parent Company’s shareholders is recognised in the financial statements when paid, in the case
of interim dividends, or in the period in which the dividends are approved by the Parent Company’s shareholders, in the
case of final dividends.

2 Tangible assets

Cost
At 1 January 2023 and 31 December 2023

Accumulated depreciation
At 1 January 2023
Charge for the year

At 31 December 2023

Net book amount
At 31 December 2023

At 31 December 2022

3 Investments

Cost
At 1 January 2023 and 31 December 2023

The Directors believe that the carrying value of the investments is supported by their underlying net assets.

A full list of subsidiary undertakings is provided in note 28 of the Group accounts.

Share in
aircraft
£’000

781

109
55

164

617

672

Shares in
subsidiary
undertakings
£’000

49,804

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023

4 Debtors

Amounts falling due within one year
Amounts owed by Group undertakings
Other debtors
Income tax recoverable

2022
£’000

286
—
846

2023
£’000

483
15
648

1,146

1,132

Amounts owed by Group undertakings are unsecured, interest free, have no fixed date of repayment and are repayable
on demand.

5 Borrowings

Current (amounts falling due within one year or on demand)
Bank borrowings

Total borrowings

2023
£’000

—

2022
£’000

311

Interest rates (including the bank’s margin) on the bank loans in existence during the year averaged 2.47% (2022: 3.91%)
per annum. Bank loans are stated net of unamortised finance arrangement costs of £Nil (2022: £4,000).

The Directors consider that the fair values of the bank loans are not materially different from their book values.

The carrying amounts of the Company’s borrowings, all of which are floating rate financial liabilities, are denominated in the
following currencies:

Currency
Sterling

6 Creditors

Amounts owed to Group undertakings
Accruals

Weighted
average
interest
rate
2023

Total
2023
£’000

— 2.47%

Weighted
average
interest
rate
2022

3.91%

2022
£’000

55
289

344

Total
2022
£’000

311

2023
£’000

53
322

375

Amounts due to Group undertakings are unsecured, interest free and repayable on demand.

7 Deferred tax
The deferred tax asset comprises:

Losses

Deferred tax asset

Amount recognised

Amount unrecognised

2023
£’000

—

2022
£’000

—

2023
£’000

1,428

2022
£’000

1,428

The unrecoverable tax loss carried forward is £5,712,000 (2022: £5,712,000).

Deferred tax is measured on a non-discounted basis at the tax rate that is expected to apply in the periods in which timing
differences will reverse, based on tax rates and laws substantively enacted at the balance sheet date, being a rate of 25%.

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023

Notes to the Parent Company financial statements
continued

for the year ended 31 December 2023

8 Derivative financial instruments

Interest rate agreements

2023

2022

Assets
£’000

—

Liabilities
£’000

—

Assets
£’000

—

Liabilities
£’000

—

The Company entered into an interest rate agreement which caps SONIA at 1.3807%. The agreement took effect from May 2018 and
remained in effect until the loan was repaid in April 2023.

9 Called up share capital

Allotted, called up and fully paid
Ordinary shares of 1p each

2023
Number

2023
£’000

2022
Number

2022
£’000

12,259,877

123

12,260,977

123

There were no outstanding options at 31 December 2023.

The mid-market price of the Company’s shares at 31 December 2023 was £30.50 and the range during the year was £31.00
to £23.50.

During the year the Company purchased 1,100 shares with a nominal value of 1 pence each at a total cost of £33,000.
(2022: 500 shares with a nominal value of 1 pence each at a total cost of £13,000). These shares were held in Treasury and
subsequently cancelled. The movement in the capital redemption reserve created as a result is £Nil (2022: £Nil). The Parent
Company had no employees during the year (2022: Nil).

The remuneration paid to the Parent Company auditor in respect of the audit of the Group and Parent Company financial
statements for the year ended 31 December 2023 is set out in note 7 to the Group financial statements.

The Board is recommending the payment of a final dividend in respect of the year ended 31 December 2023 of £0.42 per
ordinary share (2022: £0.42).

10 Commitments and contingent liabilities
The Parent Company had no financial or other commitments at 31 December 2023 (2022: £Nil).

The Parent Company was party to a cross guarantee under which it guaranteed the borrowings of certain of its subsidiary
undertakings. At 31 December 2023 this guarantee amounted to £Nil (2022: £743,000).

11 Ultimate parent undertaking and controlling party
The Parent Company regards EOI Fire SARL, a company registered in Luxembourg, as its ultimate parent undertaking through
its 80% interest in London Security plc. EOI Fire SARL’s registered address is, 12E Rue Guillaume Kroll, Luxembourg, L-1882.
The largest and smallest group of undertakings for which group accounts are drawn up and the Company is a member of is
FR Participation SARL. FR Participation SARL’s address is 12E Rue Guillaume Kroll, Luxembourg, L-1882. The Directors regard
the Eden and Ariane Trusts as the ultimate controlling parties through their controlling interest in EOI Fire SARL and Tristar
Fire Corp.

12 Related party transactions
All related party transactions are conducted on an arm’s length basis.

During the year the Company incurred costs amounting to £552,000 (2022: £509,395) in respect of the Executive Directors,
including the Head Office and other expenses under the Services Agreement referred to in the Directors’ Remuneration Report.

The Company recharged and was reimbursed £52,000 (2022: £62,000) in relation to the Services Agreement by Andrews
Sykes. Andrews Sykes is related through common control.

The Company incurred £69,519 (2022: £105,000) of expenditure on behalf of J-J. Murray during the year. This amount was
reimbursed in the year.

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023

Notice of Annual General Meeting

NOTICE IS GIVEN THAT the Annual General Meeting of London Security plc (the “Company”) will be held at 2 Jubilee Way,
Elland, West Yorkshire HX5 9DY, on 25 June 2024 at 11.30 am for the following purposes:

You will be asked to consider the following resolutions as ordinary resolutions:

1. To receive the financial statements for the year ended 31 December 2023 and the Reports of the Directors and Auditor

and the Directors’ Remuneration Report for that year.

2. To re-elect J-P. Murray as a Director, who retires by rotation under article 23.2 of the Company’s articles of association.

3. To re-elect X. Mignolet as a Director, who retires by rotation under article 23.2 of the Company’s articles of association.

4. To declare a final dividend in respect of 2023 of £0.42 per ordinary share.

5. That Grant Thornton UK LLP be re-appointed as auditor of the Company to hold office from the conclusion of this Meeting

until the conclusion of the next Annual General Meeting at which accounts are laid before the Company and that its
remuneration be fixed by the Directors.

6. That the Directors be generally and unconditionally authorised in accordance with Section 549 of the Companies Act 2006
(the “Act”) to exercise all the powers of the Company to allot relevant securities (as defined in Section 550 of the Act) up to
an aggregate nominal value equal to the whole of the authorised but unissued share capital of the Company immediately
following the passing of this resolution, provided that such authority shall (unless and to the extent previously revoked,
varied or renewed by the Company in general meeting) expire at the conclusion of five years from the date this resolution
is passed, provided that such authority shall allow the Company to make an offer or enter into an agreement which would
or might require relevant securities to be allotted after the expiry of such authority and the Directors may allot relevant
securities in pursuance of any such offer or agreement as if the authority conferred by this resolution had not expired.

You will be asked to consider the following resolutions as special resolutions:

That, subject to the passing of resolution 6 above, the Directors be and are empowered pursuant to Section 570 of the Act
to allot equity securities (within the meaning of Section 564 of the Act) of the Company for cash pursuant to the authority
conferred by resolution 7 above as if Section 561 of the Act did not apply to such allotment, provided that this power shall
be limited to:

(i)

the allotment of equity securities in connection with or pursuant to an offer by way of rights to the holders of ordinary
shares and other persons entitled to participate in such offer in proportion (as nearly as may be) to their respective
holdings of ordinary shares, subject only to such exclusions or other arrangements as the Directors may consider
necessary or expedient to deal with fractional entitlements or legal or practical problems under the laws of any territory
or the regulations or requirements of any regulatory body or any stock exchange in any territory; and

(ii) the allotment (other than pursuant to (i) above) of equity securities up to an aggregate nominal amount of £6,131 and
such power shall expire on the date of the next Annual General Meeting of the Company or 15 months after the date
of the passing of this resolution (whichever is the earlier) but so that the Company may before such expiry make an offer
or agreement which would or might require equity securities to be allotted after such expiry and the Directors may allot
equity securities pursuant to such an offer or agreement as if the power conferred by this resolution had not expired.

8. That the Company be and is generally and unconditionally authorised for the purposes of Section 701 of the Act to make
one or more market purchases (as defined in Section 701(2) of the Act) on the London Stock Exchange of ordinary shares
of 1 pence each in the capital of the Company (“ordinary shares”) provided that:

(i)

the maximum aggregate number of ordinary shares authorised to be purchased is 500,000 shares;

(ii) the minimum price which may be paid for such shares is 1 pence per share;

(iii) the maximum price (exclusive of expenses) which may be paid for such shares is not more than 5% above the average
of the middle market quotations for the Company’s ordinary shares derived from the London Stock Exchange Daily
Official List for the five business days immediately preceding the day on which the purchase of the ordinary shares is
contracted to take place;

(iv) the authority conferred shall expire at the conclusion of the next Annual General Meeting of the Company or 15 months

after the passing of this resolution (whichever is the earlier); and

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023

Notice of Annual General Meeting continued

(v) the Company may make a contract to purchase its own shares under the authority conferred prior to the expiry of such
authority which will or may be executed wholly or partly after the expiry of such authority and may make a purchase of
its own shares in pursuance of any such contract.

By order of the Board

R. Pollard
Company Secretary
14 May 2024

Notes
1. The Company confirms that shareholders are able to attend in person should they wish to do so. However, we strongly

encourage shareholders to vote on all resolutions by completing the enclosed form of proxy for use at that Meeting, which
you are requested to return in accordance with the instructions on the form.

2. The outcome of the resolutions will as usual be determined by shareholder vote based on the proxy votes we receive. You
are strongly encouraged to vote by proxy on the resolutions contained in the AGM Notice. You are encouraged to appoint
the “Chairman of the Meeting” as your proxy rather than another person who will not be permitted to attend the Meeting.

3. A vote withheld is not a vote in law, which means that the vote will not be counted in the calculation of votes for or against
the resolution. If no voting indication is given, your proxy will vote or abstain from voting at his or her discretion. Your proxy
will vote (or abstain from voting) as he or she thinks fit in relation to any other matter which is put before the Meeting.

Appointment of proxy using hard copy form of proxy
4. The notes to the form of proxy explain how to direct your proxy on how to vote on each resolution or withhold their vote.

To appoint a proxy using the form of proxy, the form must be:

(a) completed and signed;

(b) sent or delivered to Nu-Swift International Limited, Premier House, 2 Jubilee Way, Elland HX5 9DY; and

In the case of a member which is a company, the form of proxy must be executed under its common seal or signed
on its behalf by an officer of the company or an attorney for the company. Any power of attorney or any other authority
under which the form of proxy is signed (or a duly certified copy of such power or authority) must be included with the
form of proxy.

Appointment of proxy electronically via the Link Investor Centre
5. If you wish, you will be able to vote electronically using the Link Investor Centre app or by accessing the web browser at
https://investorcentre.linkgroup.co.uk/Login/Login. You will need to log into your Link Investor Centre account or register
if you have not previously done so. To register you will need your Investor Code; this is detailed on your share certificate
or available from our registrars, Link Group. To be effective, the proxy vote must be submitted via the Link Investor Centre
so as to have been received by the Company’s registrars not less than 48 hours (excluding weekends and public holidays)
before the time appointed for the meeting or any adjournment of it.

Link Investor Centre is a free app for smartphone and tablet provided by Link Group (the company’s registrar). It allows
you to securely manage and monitor your shareholdings in real time, take part in online voting, keep your details up to
date, access a range of information including payment history and much more. The app is available to download on both
the Apple App Store and Google Play, or by scanning the relevant QR code below. Alternatively, you may access the Link
Investor Centre via a web browser at: https://investorcentre.linkgroup.co.uk/Login/Login.

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023

Notes continued
Appointment of proxy by joint members
6.

In the case of appointment of a proxy by joint shareholders, the signature of any one of them will suffice, but if a holder
other than the first-named holder signs, it will help the registrars if the name of the first-named holder is given.

Changing proxy instructions
7.

To change your proxy instructions, simply submit a new proxy appointment using the methods set out above. Note that the
cut-off time for receipt of proxy appointments (see above) also applies in relation to amended instructions; any amended
proxy appointment received after the relevant cut-off time will be disregarded.

If you submit more than one valid proxy appointment, the appointment received last before the latest time for the receipt
of proxies will take precedence.

Termination of proxy appointments
8.

In order to revoke a proxy instruction you will need to inform the Company by sending a signed hard copy notice clearly
stating your intention to revoke your proxy appointment to Nu-Swift International Limited, Premier House, 2 Jubilee Way,
Elland HX5 9DY. In the case of a member which is a company, the revocation notice must be executed under its common
seal or signed on its behalf by an officer of the company or an attorney for the company. Any power of attorney or any other
authority under which the revocation notice is signed (or a duly certified copy of such power or authority) must be included
with the revocation notice.

The revocation notice must be received no later than 48 hours before the Meeting.

If you attempt to revoke your proxy appointment but the revocation is received after the time specified then, subject to the
paragraph directly below, your proxy appointment will remain valid.

Appointment of a proxy does not preclude you from attending the Meeting and voting in person. If you have appointed a
proxy and attend the Meeting in person, your proxy appointment will automatically be terminated.

Issued shares and total voting rights
9.

As at 9 am on 14 May 2024, the Company’s issued share capital comprised 12,259,877 shares of 1 pence each.
Each ordinary share carries the right to one vote at a general meeting of the Company and, therefore, the total number
of voting rights in the Company as at 9 am on 14 May 2024 was 12,259,877.

Documents on display
10. The register of Directors’ interests will be available for inspection at the registered office of the Company from 14 May 2024

until the time of the Meeting and for at least 15 minutes prior to the Meeting and during the Meeting.

Communication
11. Except as provided above, members who have general queries about the Meeting should use the following method of

communication (no other methods of communication will be accepted):

l calling 01422 372852.

You may not use any electronic address provided either:

(a)

in this Notice of Annual General Meeting; or

(b)

in any related documents (including the form of proxy),

to communicate with the Company.

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 202374

Group companies

The United Kingdom

Advanced Fire Protection Limited
Unit Tp3 Main Avenue
Treforest Industrial Estate
Pontypridd CF37 5UR

Tel:
Email:
Website: afpwales.com

01443 843 927
info@afpwales.com

AFS Fire & Security Limited
Buzzard Court
Mullacott Industrial Estate
Ilfracombe EX34 8PX

Tel:
01271 864 754
Website: afsfireandsecurity.co.uk

ASCO Extinguishers Company Limited
Unit 1.1
Festival Court
Brand Place
Glasgow G51 1DR

Tel:
Email:
Website: www.asco.uk.com

0141 427 1144
customer.service@asco.uk.com

City Fire Protection Services Limited
Trenton House
59A Imperial Way
Croydon CR0 4RR

Tel:
Email:
Website: www.cityfire.co.uk

0208 649 7766
admin@cityfire.co.uk

Fire Industry Specialists Limited
Unit 15
Cedar Parc
Lincoln Road
Doddington
Lincolnshire LN6 4RR

Tel:
Email:
Website: www.fisltd.co.uk

01507 522 466
enquiries@fisltd.co.uk

Amberfire Limited
Unit 15
Cedar Parc
Lincoln Road
Doddington
Lincolnshire LN6 4RR

01673 885 229
Tel:
Email:
info@amber-fire.co.uk
Website: www.amber-fire.co.uk

Facilities Fire Protection Limited
Badgemore House
Badgemore
Henley-On-Thames RG9 4NR

Tel:
Email:
Website: www.facilitiesfire.com

01296 615 700
admin@facilitiesfire.com

GC Fire Protection Limited
Premier House
2 Jubilee Way
Elland
West Yorkshire HX5 9DY

Tel:
Email:
Website: www.gcfireprotection.co.uk

0208 391 7310
customer.service@gcfireprotection.co.uk

GFA Premier Limited
Premier House
2 Jubilee Way
Elland
West Yorkshire HX5 9DY

Tel:
Email:

01422 377 521
customer.service@gfapremier.co.uk

TVF (UK) Limited
59/69 Queens Road
High Wycombe
Buckinghamshire HP13 6AH

Tel:
Email:
Website: www.tvfltd.co.uk

01494 450 641
customer.service@tvfltd.co.uk

Hoyles Fire & Safety Limited
Premier House
2 Jubilee Way
Elland
West Yorkshire HX5 9DY

Belgium

Alarm Masters S.A.
Hekkestraat 45
9308 Aalst

Tel:
Email:
Website: www.hoyles.co.uk

01422 314 351
customer.service@hoyles.co.uk

00 32 5237 3409
Tel:
info@alarmmasters.be
Email:
Website: www.alarmmasters.be

L. W. Safety Limited
Premier House
2 Jubilee Way
Elland
West Yorkshire HX5 9DY

Tel:
Email:
Website: www.lwsafety.co.uk

01422 314 350
customer.service@lwsafety.co.uk

MK Fire Limited
59/69 Queens Road
High Wycombe
Buckinghamshire HP13 6AH

Tel:
Email:
Website: www.mkfire.co.uk

01494 769 744
customer.service@mkfire.co.uk

Nu-Swift International Limited
Nu-Swift (Engineering) Limited
Premier House
2 Jubilee Way
Elland
West Yorkshire HX5 9DY

Tel:
Email:
Website: www.nu-swift.co.uk

01422 372 852
customer.service@nu-swift.co.uk

Pyrotec Fire Protection Limited
Caburn Enterprise Park
Ringmer
East Sussex BN8 5NP

Tel:
Email:
Website: www.pyrotec.co.uk

0800 634 9953
sales@pyrotec.co.uk

S2 Fire Solutions Limited
Unit 14 Littleton Drive
Cannock WS12 4TS

Tel:
Email:
Website: S2fire.co.uk

0845 519 8186
sales@s2fire.co.uk

Tunbridge Wells Fire Protection Limited
Caburn Enterprise Park
Ringmer
East Sussex BN8 5NP

Tel:
Email:
Website: www.twfpltd.co.uk

01825 767 600
customer.service@twfpltd.co.uk

Alfa Prevent Srl
Rue de Maestricht 49
4651 Battice

00 32 8765 8651
Tel:
Email:
info@alfaprevent.be
Website: www.alfaprevent.be

All-Protec N.V.
42 Rue de l’Eglise
4710 Lontzen Herbesthal

Tel:
Email:

00 32 9375 2044
info@all-protec.be

Ansul S.A.
Ansul Belgium S.A.
Industrialaan 35
B-1702 Groot-Bijgaarden

00 32 2467 7211

Tel:
Email: mail@ansul.be
Website: www.ansul.be

Arcom B.V.
Vlamingveld 41E,
8490 Jabbeke

Tel:
Email:
Website: https://www.arcom.be

050 35 30 02
info@arcom.be

Brandbeveiliging Marlier B.V.
Steenovenstraat 10 te
8930 Menen

Tel:
Email:
Website: https://allfiresecurity.be

056.42.32.29
contact@allfiresecurity.be

Dimex Technics S.A.
42 Rue de l’Eglise
4710 Lontzen Herbesthal

Tel:
Email:

00 32 8789 0401
info@dimex-technics.be

Fire Protection System Srl
Chaussée de Louvain
406, B-1300 Wavre

Tel:
Email:
Website: https://www.fire-protect.be

00 32 2366 9997
info@fire-protect.be

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 202375

Belgium continued

GX Sécurité Srl
Allée de Wésomont 4a,
B-4190 Ferrières

Tel:
Email:

00 32 8684 0320
info@gxsecurite.be

Importex S.A.
42 Rue de l’Eglise
4710 Lontzen Herbesthal

Tel:
Email:

00 32 8788 0242
info@importex.be

Security Alarm Service Company Srl
42 Rue de l’Eglise
4710 Lontzen Herbesthal

00 32 8645 6789
Tel:
Email:
info@securityalarmservice.be
Website: www.securityalarmservice.be

Somati FIE N.V.
Industrielaan 19a
9320 Erembodegem

Tel:
00 32 5385 2222
info@somatifie.be
Email:
Website: www.somatifie.be

Le Chimiste Srl
406 Chausée de Louvain
1300 Wavre

00 32 1086 8419
Tel:
Email:
info@lechimiste.be
Website: www.lechimiste.be

Braco B.V.
Hekkestraat 45
9308 Aalst

Tel:
Email:

00 32 5321 4570
info@bracofireprotection.be

DC Security B.V.
Herseltsesteenweg 72
3200 Aarschot

00 32 1522 5570
Tel:
Email:
info@dcsecurity.be
Website: www.dcsecurity.be

Trium N.V.
Herseltsesteenweg 72
3200 Aarschot

00 32 78/15 8085
Tel:
Email:
info@trium.be
Website: www.trium.be

Luxembourg

A.L.P.I. sarl
10 Rue Robert Krieps
4702 Petange

00 352 2631 3013
Tel:
Email:
alpi@alpi.lu
Website: www.alpi.lu

Firetec sarl
Op Tomm 5-7, Lu-5485
Wormerldange-Haut

Tel:
Email:
Website: www.firetec.lu/

00 352 31 51 36
info@firetec.lu

The Netherlands

Ansul B.V.
Ansul Solutions B.V.
Platinastraat 15
8211 AR Lelystad

00 31 320 240864
Tel:
info@ansul.nl
Email:
Website: www.ansul.nl

Boensma Brandbeveiliging B.V.
Burenweg 26
7621 GX Borne

00 31 541 870040
Tel:
Email:
info@boensmabrandbeveiliging.nl
Website: www.boensmabrandbeveiliging.nl

Nu-Swift Brandbeveiliging B.V.
Ringoven 45
6826 TP Arnhem

00 31 263 630330
Tel:
Email:
info@nu-swift.nl
Website: www.nu-swift.nl

NL Brandbeveiliging B.V.
PO Box 2097
6802 CB Arnhem

00 40 248 2196
Tel:
info@nlbrandbeveiliging.nl
Email:
Website: www.nlbrandbeveiliging.nl

Prevent Brandbeveiliging B.V.
Maasdijkseweg 107
2291 PJ Wateringen

00 31 174 526700
Tel:
Email:
info@prevent.brandbeveiliging.nl
Website: www.preventbrandbeveiliging.nl

Brandpreventie Groep B.V.
Rechte Tocht 7d
1507 BZ Zaandam

0031 75 631 5558
Tel:
Email:
info@brandpreventiegroep.nl
Website: www.brandpreventiegroep.nl

Denmark

Linde Brandmateriel Aps
Industrivej 51A
4000 Roskilde

Tel:
Email:
Website: www.lindebrand.dk

0033 31 3100
lindebrand@lindebrand.dk

Dania Brandteknik Aps
Industrivej 51A
4000 Roskilde

0045 5616 9100
Tel:
Email:
info@firetrace.dk
Website: www.firetrace.dk

Austria

Total Fire-Stop Brandschutztechnik G.m.b.H.
Tillmanngasse 5
1220 Wien

00 431 259 36310
Tel:
Email:
info@total.at
Website: www.total.at

Blesberger Ges.m.b.H.
Edstrasse 14
4060 Leonding

0043 732 73 32 34
Tel:
Website: www.blesberger.at

Fire-ex G.m.b.H.
Brockhausengasse 36
AT-1220 Wien

01 2826364
Tel:
Email:
office@fire-ex.at
Website: www.fire-ex.at

Record Brandbeveiliging B.V.
Oostergracht 24
3763 LZ Soest

Noris Feuerschutzgerate G.m.b.H.
Baumkircherstrasse 2
8020 Graz

00 31 356 027966
Tel:
Email:
info@recordbrandbeveiliging.nl
Website: www.recordbrandbeveiliging.nl

Tel:
Email:
Website: www.noris.at

00 43 316 71 18 21
zentrale@noris.at

Braho Brandpreventie B.V.
Maasdijkseweg 107
2291 PJ Wateringen

00 31 793 410708
Tel:
info@braho.nl
Email:
Website: www.braho.nl

Blusdesign B.V.
Rechte Tocht 7d
1507 BZ Zaandam

00 31 318 508 369
Tel:
Email:
info@blusdesign.com
Website: www.blusdesign.com

P.M.P. Feuerlöschgeräte Produktions- und
Vertriebsges.m.b.H
Puntigamer Stasse 127
8055 Graz

Tel:
Email:
Website: www.pyrus-pmp.at

00 43 316 46 15 66
office@pyrus-pmp.at

Florian Feuerschutz G.m.b.H.
Dorf 19
5732 Mühlbach im Pinzgau

Tel:
Email:
Website: www.feuerschutz.at

00 43 6566 7450
office@feuerschutz.at

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 202376

Group companies continued

France

One Protect sarl
Z.I. Sainte Agathe
Rue Lavoisier
57192 Florange

Tel:
Email:

00 33 382 59 32 40
contact@oneprotectsarl.com

Triangle Incendie SAF
Rue Isaïe Sellier 140
80130 Friville-Escarbotin

Tel:
Email:
Website: www.triangleincendie.fr

00 33 322 26 99 91
contact@triangleincendie.fr

Germany

LUDWIG Brandschutztechnik G.m.b.H.
Gewerbestrasse 2
D-24392 Suederbrarup

00 49 4641 8242
Tel:
Email:
info@brandschutztechnik-ludwig.de
Website: www.brandschutztechnil-ludwig.de

IFH Feuerschutz Hollmann G.m.b.H.
Ihmerter Strasse 211
58675 Hemer

00 49 2372 81066
Tel:
Email:
info@feuerschutz-hollmann.de
Website: www.feuerschutz-hollmann.de

Kuhn Feuerschutz G.m.b.H.
Schmückebergsweg 12
34576 Homberg/Efze

Tel:
00 49 5681 9944 10
info@kuhn-feuerschutz.de
Email:
Website: www.kuhn-feuerschutz.de

Lütticke Brandschutztechnik G.m.b.H.
Eisenstrasse 5,
57482 Wenden

00 49 2762 989 00
Tel:
Email:
info@luetticke-feuerschutz.de
Website: www.luetticke-feuerschutz.de

Neubrandenburger Feuerschutz Lange
G.m.b.H.
Zu den Hufen 3
17034 Neubrandenburg

00 49 3954 2499 40
Tel:
Email:
info@feuerschutz-neubrandenburg.de
Website: www.feuerschutz-neubrandenburg.de

Niemeyer Feuerschutz G.m.b.H.
Antonius-Raab-Straße 16,
DE-34123 Kassel

00 49 5615 81822
Tel:
Email:
info@niemeyer-feuerschutz.de
Website: www.niemeyer-feuerschutz.de

TAB Brandschutz G.m.b.H.
Segelfliegerdamm 92
DE-12487 Berlin

Tel:
Email:
Website: tab-brandschutz.de/

030 63 22 22 68 0
info@tab-brandschutz.de

FINANCIAL STATEMENTSLondon Security plc Annual Report and Accounts 2023London Security plc’s commitment to environmental issues is reflected in this Annual
Report, which has been printed on Novatech Digital Silk, an FSC® certified material.
This document was printed by L&S using its environmental print technology, which
minimises the impact of printing on the environment, with 99% of dry waste diverted
from landfill. The printer is a CarbonNeutral® company.

Both the printer and the paper mill are registered to ISO 14001.

London Security plc

London Security plc
Premier House
2 Jubilee Way
Elland
West Yorkshire
HX5 9DY