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REGISTERED NUMBER: 12517218 (England and Wales)















FIDELIS HOLDINGS LTD

GROUP STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD

31 JANUARY 2021 TO 29 JANUARY 2022






FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)






CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022




Page

Company Information 1

Group Strategic Report 2 to 7

Report of the Directors 8 to 9

Report of the Independent Auditors 10 to 13

Consolidated Income Statement 14

Consolidated Other Comprehensive Income 15

Consolidated Statement of Financial Position 16

Company Statement of Financial Position 17

Consolidated Statement of Changes in Equity 18

Company Statement of Changes in Equity 19

Consolidated Statement of Cash Flows 20

Notes to the Consolidated Statement of Cash Flows 21 to 22

Notes to the Consolidated Financial Statements 23 to 38


FIDELIS HOLDINGS LTD

COMPANY INFORMATION
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022







DIRECTORS: R Hancox
A E Day
M J Tate





SECRETARY: A E Day





REGISTERED OFFICE: Wool Hall
Cross Gate
Wykeham
Spalding
PE12 6HW





REGISTERED NUMBER: 12517218 (England and Wales)





AUDITORS: Duncan & Toplis Limited, Statutory Auditor
Enterprise Way
Pinchbeck
Spalding
Lincolnshire
PE11 3YR

FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

GROUP STRATEGIC REPORT
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

The directors present their strategic report of the company and the group for the period 31 January 2021 to 29 January 2022.


FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

GROUP STRATEGIC REPORT
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

REVIEW OF BUSINESS
FreshLinc Group

Turnover shows considerable further growth during the year, with this improvement driven by several new business wins, together with further organic growth within the existing customer base, from both their own businesses development and our continued provision of more end-to-end logistics solutions. This increase in activity delivered considerable additional revenues and coupled with the industry wide price reviews towards the end of the year, has led to turnover increasing by £16m (14%) year on year. Key factors driving this increase in sales are:-

- Establishment of a new division in the year, FloraLinc, providing distribution services for all Horticulture products grown within the UK and Europe for onward delivery to both main retail outlets and the majority of UK garden centre businesses.

- Development of our bulk haulage operation, FLB, with the addition of a substantial new contract to provide a full logistics solution for a large grain co-operative.

- Further expansion of our ambient business, FLX, with considerable new volume managed through our new operating location in the Midlands, together with further growth in storage and distribution revenues from our main customer supplying garden products, which we operate from our Manchester base, and stockholding locations at Runcorn and Wyton.

- Additional volumes across our chilled business, FreshLinc, with a significant increase in volumes for an internet-based retailer, and continued development of our consolidation business in Kent and Lincolnshire.

- DirectLinc continues to develop its container operation, providing services from all UK deep sea ports direct to customers and through our consolidation operations.

Operational performance for the year was very challenging, following the widening of the IR35 worker legislation, which in turn led to us ceasing to operate our agency labour business, Top Up Resources Limited during the year. This change in legislation resulted in the well-publicised shortage of HGV drivers across the industry, and together with many EU nationals leaving the UK labour force, led to a perfect storm, in terms of increased pay rates and reduced availability of drivers.

This reduction in resource availability led to reduced fleet utilisation and increased reliance on subcontractors during the summer period, with additional costs during this period being absorbed within the business.
Towards the end of the year customer rates were reviewed to reflect these additional operating costs to enable us to continue to offer the service our customer base has come to expect and to ensure we remain competitive in the locations we require HGV resource.

During the year the business has continued to invest in its infrastructure with the addition of a new distribution and growing facility in Pinchbeck, Spalding, launching our FloraLinc brand, providing growing facilities on site, and a network within which we can distribute all horticultural products within the UK. Furthermore, our international operations have now merged with FloraLinc, providing a one stop shop for horticultural products grown both within the UK and the Netherlands.

We have invested further in the FLX business, with an additional site in Huthwaite, Sutton in Ashfield, providing another key network location within our ambient network, with the ability to provide storage solutions on our 4 acre depot.

We have continued to invest at our Spalding site, with the addition of a solar array to our main warehouse, which will generate circa 25% of the energy we consume on site each year, thus aiding us to further reduce our environmental impact.

Investment in our driver training has been significant during the year, and this has resulted in us now able to train the drivers of tomorrow fully from car licence through to HGV driver, having gained DVSA Delegated Examiner Status, for both practical and theory examinations.

We have completed the roll out of a new tracking and monitoring system for all our HGV's, with the benefit of live CCTV, and will have migrated our 800 trailers to the new tracking hardware platform by the end of the Summer.

The company has continued to invest in its replacement program, ensuring we maintain a fleet of modern fuel-efficient vehicles, all of which meet the latest Euro VI standards, and in our trailer fleet, both refrigerated and ambient trailers, to service the varying needs of our diverse customer base.

We believe the increased volumes carried and continued diversity of our business sectors, together with the ongoing development of our distribution network and site footprint will continue to drive efficiency, economies of scale and provide a sound foundation for further profitable business growth.




FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

GROUP STRATEGIC REPORT
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

Keepstem Group

Throughout the period under review the core business of the group remained the production, harvesting, procurement, packing and marketing of a wide range of arable crops grown on excess of 16,000 acres of land in South Lincolnshire whilst continuing to provide agricultural contracting services to our established client base.

Following three successive years of unpredictable weather that had a significant impact on the group, in 2021 we avoided any of the climatic extremes that adversely impacted on crop production as a result of which yields of our own crops were near to the long-term average.

In 2020 the Covid-19 lockdowns had led to an increased demand for our products, in 2021 as restrictions were lifted, we saw at first a levelling out and then a slight reduction in turnover in the period under review. Total turnover of £54,416,611 was 2.5% down on the previous period but remains 5.2% better than pre-covid levels.

Although overall turnover was slightly reduced year on year, we retained all our existing customers who continue to acknowledge that our business remains the supplier that can be relied upon to deliver the quantity and quality of product needed at all times in a timely manner no matter how challenging that might be.

During 2021 the group started to be affected by some significant cost price increases, particularly with regards to electricity and fuel for our fleet of agricultural vehicles, the former rising by 28% and the latter by 51% over the course of the year. This cost price inflation that the group had to absorb squeezed profit margins leading to a reduction in operating profit from £616,075 in the previous period to £242,611.

The group continues to be mindful that it has a significant presence in the locality given the area of land farmed and number of vehicles needed to conduct its operations and always endeavours to minimise the impact of its operations on the community and the environment.

Looking ahead, in 2022 we have successfully re-negotiated prices with all our retail customers to cover the continuing steep rise in input costs in addition to which selling prices for our combinable crops and sugar beet will also be well above 2021 levels. Accordingly, the directors remain confident of the future prospects for the group.


FUTURE OUTLOOK

Since the year end, given the increased availability of driving resource, through both our own "train and test" driver development program and availability in the marketplace generally, fleet utilisation has improved considerably.

Volumes have remained strong across the business as a whole, with further considerable revenue increases within both our FloraLinc and FLX operations.

Whilst the current year will no doubt bring its challenges, we feel we have weathered the storm generated from IR35 in 2021, and through the development of our own HGV driver production line, are confident we will continue to deliver a first-class service to our customer base, and deliver satisfactory returns for the business.

Our track record of consistent significant growth over the past few years, and our continued investment in the scale of operation and network capability, together with the service levels our customers demand, will continue to give us the opportunity to further diversify our customer base and continue to grow our scale and capabilities.

Our dedicated and committed employees remain our key asset as the business continues to expand.


FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

GROUP STRATEGIC REPORT
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

PRINCIPAL RISKS AND UNCERTAINTIES
The principal financial risk facing the group would be a loss of its customer base. However the group has performed very well by winning new business through its focus on cost control and high service levels, and given the growth and diversification of the recent past, our reliance on any one key contract has been reduced significantly.

The group is also subject to environmental and health and safety risks and mitigates these by a focus on training, equipment maintenance, fleet replacement programme and stringent internal audit controls.

ENVIRONMENTAL RISK

On the growing side of the group primary risk is in relation to the impact that the weather can have on crop yields and costs of production. We have however operated subject to these risks for 35 years but with experienced managers, the best possible equipment and a supporting network of growers have always been able to maximise our output of high quality product in order to meet the exacting standards of our customers.

MARKET RISK

Market risk encompasses three types of risk, being currency risk, fair value interest rate and price risk. The group's policies for managing fair value interest rate risk are considered along with those for managing cash flow interest rate risk and are set out in the subsection entitled "interest rate risk" below.

LIQUIDITY RISK

The group seeks to manage liquidity risk by ensuring sufficient liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably.

Short-term flexibility is achieved by an asset backed bank lending facility.

INTEREST RATE RISK

The group finances its operations through a mixture of retained profits, bank borrowings and hire purchase agreements. The group's exposure to interest rate fluctuations or its borrowings is mitigated by the use of fixed interest hire purchase agreements.

CREDIT RISK

The group's principal financial assets are cash and trade debtors.
In order to manage credit risk, the directors set limits for customers based on a combination of payment history and third party credit references. Credit limits are reviewed on a regular basis in conjunction with debt ageing and collection history.


FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

GROUP STRATEGIC REPORT
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

SECTION 172(1) STATEMENT
Stakeholder Engagement

As the Board of Fidelis Holdings Limited, we have a legal responsibility under section 172 of the Companies Act 2006 to act in the way we consider, in good faith, would be most likely to promote the company's success for the benefit of its members as a whole, and to have regard to the long-term effect of our decisions on the company and its stakeholders. This statement addresses the ways in which we as a Board manage this responsibility.

Promoting the company's success for its members

Fidelis Holdings Limited was incorporated in March 2020 as the corporate entity to be used by the three founding shareholders of the separate groups, Keepstem Limited and FreshLinc Group Limited, being Robin Hancox, Aubrey Day and Martin Tate to bring together the groups under a single holding company. The company and its group continues to be owned and controlled by these three, with Robin Hancox continuing to be the majority shareholder. We're proud of the ways in which the separate groups, over the last 24 years, have continued to achieve consistent long-term growth and has provided employment, training and financial reward for an increasing number of colleagues.

We aim to be the best-in-class haulier and supplier of fresh produce within all the marketplaces in which we trade and have demonstrated a strong history of customer service. In a competitive market we strive to continue to grow our business through further opportunities with our current customers and through new business based on our reputation for quality of service and product, accessibility to colleagues at all levels within our business, and personal relationships developed over time with our customer base.

We acknowledge that, in order to progress to the next phase in the company's future, it is likely that we will need to enhance our asset base. Our twin aims are to maximize the company's ability to grow profits and market share whilst returning the highest possible value to the shareholders.

We make strategic decisions based on long-term objectives. In particular, this has meant significant investment in our farm and packing equipment and our IT infrastructure. Investment will continue over the coming years to ensure we continue to offer top quality produce at a competitive price.

Engaging with stakeholders

Our key stakeholders, and the ways in which we engage with them, are as follows:

Our employees
Our operations rely heavily on a skilled team including tractor drivers, factory operatives, production staff and management on a 7 day a week basis, as well as a focused central team of marketing, finance, HR and IT professionals. We are renowned for our customer service, which requires us to adapt to the ever-changing impact of our variable climate on product availability. We cannot achieve this without our team.

Recruitment and retention of staff is therefore a critical business activity. We help to engage with team members by:

- setting remuneration at market-leading rates,

- providing training and career development support,

Our customers and suppliers
We invest heavily in our farm and packing equipment replacement programme ensuring that we have the most fuel efficient and environmentally beneficial vehicles, together with a robust driver training system, to ensure we can continue to offer customers the best quality produce in the marketplace. We liaise with key customers on a daily basis and meet regularly to review new opportunities.

Our business model priorities quality and service. We believe we are competitive in our chosen marketplaces, but feel it is our consistently high levels of product quality and availability that differentiates us from our piers. Our customers value the high degree of interaction and expertise.

We have built and will maintain a reputation for transparency and fair dealing in our interaction with customers and suppliers.

Our community
We are a private group of company's, and the three shareholders all continue to work within the businesses that operates within a 25-mile radius of Spalding, and we continue to be a significant employer in the local community. We provide fresh produce to several local charities and fund-raising groups throughout the year.


FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

GROUP STRATEGIC REPORT
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

Our planet
Our industry contributes to environmental pollution and we are working hard to minimise the impact of our operations. We operate the most modern low emissions equipment and our focus on driver behaviour also enables us to ensure our impact on the environment is minimised. We operate exclusively Euro VI vehicles within our fleet and our focus on driver behaviour enables us to ensure our impact on the environment is minimised. We intend to introduce a solar array to our main operational site during 2021/22, enabling us to supply up to 25% of our energy needs on an annual basis.

FINANCIAL KEY PERFORMANCE INDICATORS
1. There was a gross profit of £21,162,645 in the period which was a positive 11.8% margin, compared to a positive 15.1% margin in the previous period.

2. Operating profit of £1,799,155 (2021 - £3,100,152).

OTHER KEY PERFORMANCE INDICATORS
The group measures its non-financial performance in several areas as follows:

1. The securing of new business is a critical area if the business is to continue to grow. The value of contracts won during the year is therefore closely monitored by directors.

2. The service delivery to key customers is measured and reported on a daily, weekly and monthly basis, in conjunction with those key customers in areas such as delivery on time, service availability and quality scores.

3. A number of operating KPI's relating to vehicle operation are monitored within the business to ensure operational efficiency is maximised, especially through all seasonal peaks.

ON BEHALF OF THE BOARD:





A E Day - Director


9 August 2022

FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

REPORT OF THE DIRECTORS
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

The directors present their report with the financial statements of the company and the group for the period 31 January 2021 to 29 January 2022.

DIVIDENDS
No interim dividend was paid during the period. The directors recommend a final dividend of £200 per share.

The total distribution of dividends for the period ended 29 January 2022 will be £ 200,000 .

DIRECTORS
The directors shown below have held office during the whole of the period from 2 February 2020 to the date of this report.

A E Day - appointed 31 March 2020
R Hancox - appointed 13 March 2020
M J Tate - appointed 31 March 2020

POLITICAL DONATIONS AND EXPENDITURE
In the year ending 2022 £3,848 was donated to UK charities (2021 - £2,085).

STREAMLINED ENERGY AND CARBON REPORTING
Units 2022 2021
Energy Consumption MWh 159,625 193,968
Scope 1 Emissions tCO2e 33,577 47,012
Scope 2 Emissions tCO2e 5,433 5,335
Total Gross Scope 1 & 2 Emissions tCO2e 39,010 52,347
Intensity Ratio tCO2e/£ 0.007 0.0003

The above comparative figures present the energy usage for the 10 month period since incorporation of the Fidelis Group in the year ending 2021.

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

- select suitable accounting policies and then apply them consistently;
- make judgements and accounting estimates that are reasonable and prudent;
- state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained
in the financial statements;
- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

REPORT OF THE DIRECTORS
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022


AUDITORS
The auditors, Duncan & Toplis Limited, Statutory Auditor, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





A E Day - Director


9 August 2022

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
FIDELIS HOLDINGS LTD

Opinion
We have audited the financial statements of Fidelis Holdings Ltd (the 'parent company') and its subsidiaries (the 'group') for the period ended 29 January 2022 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Statement of Financial Position, Company Statement of Financial Position, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Statement of Cash Flows and Notes to the Consolidated Statement of Cash Flows, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:
-give a true and fair view of the state of the group's and of the parent company affairs as at 29 January 2022 and of the group's profit for the period then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group 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, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

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

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the 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.

Other information
The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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.

In connection with our audit of the financial statements, 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 this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
FIDELIS HOLDINGS LTD


Matters on which we are required to report by exception
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
- the parent company financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page eight, 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 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.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
FIDELIS HOLDINGS LTD


Auditors' responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We have identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial experience, knowledge of the sector, a review of regulatory and legal correspondence and through discussions with Directors and other management obtained as part of the work required by auditing standards.

We have also discussed with the Directors and other management the policies and procedures relating to compliance with laws and regulations. We communicated laws and regulations throughout the team and remained alert to any indications of non-compliance throughout the audit.

The potential impact of different laws and regulations varies considerably. Firstly, the company is subject to laws and regulations that directly impact the financial statements (for example financial reporting legislation) and we have assessed the extent of compliance with such laws as part of our financial statements audit.

This included the identification and testing of unusual material journal entries and Challenging management on key estimates, assumptions and judgements made in the preparation of the financial statements. These key areas of uncertainty are disclosed in the accounting policies.

Secondly, the company is subject to other laws and regulations where the consequence for non-compliance could have a material effect on the amounts or disclosures in the financial statements. We identified the following areas as those most likely to have such an effect: Health and Safety regulations, Food Safety regulations, Haulage and operator regulations and Employment laws.

Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the Directors and other management, and inspection. This inspection included a review of the external audits conducted in the year, confirmation of renewed relevant memberships and licenses and a detailed walkthrough of Health and Safety controls. Through these procedures, if we became aware of any non-compliance, we considered the impact on the procedures performed on the related financial statement items.

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. The further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. As with any audit, there is a greater risk of non-detection of irregularities as these may involve collusion, intentional omissions of the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

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 Report of the Auditors.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
FIDELIS HOLDINGS LTD


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 a Report of the Auditors 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.




Alistair Main FCA (Senior Statutory Auditor)
for and on behalf of Duncan & Toplis Limited, Statutory Auditor
Enterprise Way
Pinchbeck
Spalding
Lincolnshire
PE11 3YR

9 August 2022

FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

CONSOLIDATED INCOME STATEMENT
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

Period Period
31.1.21 to 29.1.22 2.2.20 to 30.1.21
Notes £    £    £    £   

TURNOVER 3 179,135,111 164,013,024

Cost of sales 157,972,466 141,846,720
GROSS PROFIT 21,162,645 22,166,304

Distribution costs 3,375,313 3,861,255
Administrative expenses 16,959,032 15,976,832
20,334,345 19,838,087
828,300 2,328,217

Other operating income 970,605 771,935
OPERATING PROFIT 6 1,798,905 3,100,152

Exceptional items 7 - 86,687
1,798,905 3,186,839

Interest receivable and similar income 4,683 10,769
1,803,588 3,197,608

Interest payable and similar expenses 8 534,037 570,764
Other finance costs 27 3,000 2,000
537,037 572,764
PROFIT BEFORE TAXATION 1,266,551 2,624,844

Tax on profit 9 301,940 462,112
PROFIT FOR THE FINANCIAL PERIOD 964,611 2,162,732
Profit attributable to:
Owners of the parent 964,611 2,162,732

FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

CONSOLIDATED OTHER COMPREHENSIVE INCOME
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

Period Period
31.1.21 2.2.20
to to
29.1.22 30.1.21
Notes £    £   

PROFIT FOR THE PERIOD 964,611 2,162,732


OTHER COMPREHENSIVE INCOME
Remeasurement gain/(loss) on defined
benefit pension scheme 492,000 (31,000 )
Movement on deferred tax relating to
defined benefit pension asset 60,630 3,990
Income tax relating to components of other
comprehensive income

-

-
OTHER COMPREHENSIVE INCOME FOR THE
PERIOD, NET OF INCOME TAX

552,630

(27,010

)
TOTAL COMPREHENSIVE INCOME FOR THE
PERIOD

1,517,241

2,135,722

Total comprehensive income attributable to:
Owners of the parent 1,517,241 2,135,722

FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
29 JANUARY 2022

2022 2021
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 12 608,855 724,258
Tangible assets 13 22,625,129 19,319,182
Investments 14 - -
Investment property 15 240,000 240,000
23,473,984 20,283,440

CURRENT ASSETS
Stocks 16 6,773,105 5,002,309
Debtors 17 31,362,168 29,636,025
Cash at bank and in hand 241,084 305,578
38,376,357 34,943,912
CREDITORS
Amounts falling due within one year 18 43,675,289 37,987,971
NET CURRENT LIABILITIES (5,298,932 ) (3,044,059 )
TOTAL ASSETS LESS CURRENT LIABILITIES 18,175,052 17,239,381

CREDITORS
Amounts falling due after more than one year 19 (7,725,984 ) (7,626,362 )

PROVISIONS FOR LIABILITIES 24 (569,102 ) (507,294 )

PENSION ASSET/(LIABILITY) 27 390,000 (153,000 )
NET ASSETS 10,269,966 8,952,725

CAPITAL AND RESERVES
Called up share capital 25 11,000 11,000
Share premium 26 304,229 304,229
Revaluation reserve 26 2,197,468 2,197,468
Capital redemption reserve 26 1,005,170 1,005,170
Merger reserve 26 605,723 605,723
Retained earnings 26 6,146,376 4,829,135
SHAREHOLDERS' FUNDS 10,269,966 8,952,725

The financial statements were approved by the Board of Directors and authorised for issue on 9 August 2022 and were signed on its behalf by:





R Hancox - Director


FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

COMPANY STATEMENT OF FINANCIAL POSITION
29 JANUARY 2022

2022 2021
Notes £    £   
FIXED ASSETS
Intangible assets 12 - -
Tangible assets 13 - -
Investments 14 315,229 315,229
Investment property 15 - -
315,229 315,229
TOTAL ASSETS LESS CURRENT LIABILITIES 315,229 315,229

CAPITAL AND RESERVES
Called up share capital 25 11,000 11,000
Share premium 304,229 304,229
SHAREHOLDERS' FUNDS 315,229 315,229

Company's profit for the financial year 200,000 -

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the Board of Directors and authorised for issue on 9 August 2022 and were signed on its behalf by:





R Hancox - Director


FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

Called up
share Retained Share
capital earnings premium
£    £    £   

Balance at 2 February 2020 11,000 2,693,413 304,229

Changes in equity
Total comprehensive income - 2,135,722 -
Balance at 30 January 2021 11,000 4,829,135 304,229

Changes in equity
Dividends - (200,000 ) -
Total comprehensive income - 1,517,241 -
Balance at 29 January 2022 11,000 6,146,376 304,229
Capital
Revaluation redemption Merger Total
reserve reserve reserve equity
£    £    £    £   

Balance at 2 February 2020 2,197,468 1,005,170 605,723 6,817,003

Changes in equity
Total comprehensive income - - - 2,135,722
Balance at 30 January 2021 2,197,468 1,005,170 605,723 8,952,725

Changes in equity
Dividends - - - (200,000 )
Total comprehensive income - - - 1,517,241
Balance at 29 January 2022 2,197,468 1,005,170 605,723 10,269,966

FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

Called up
share Retained Share Total
capital earnings premium equity
£    £    £    £   

Balance at 2 February 2020 11,000 - 304,229 315,229

Changes in equity
Balance at 30 January 2021 11,000 - 304,229 315,229

Changes in equity
Dividends - (200,000 ) - (200,000 )
Total comprehensive income - 200,000 - 200,000
Balance at 29 January 2022 11,000 - 304,229 315,229

FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

Period Period
31.1.21 2.2.20
to to
29.1.22 30.1.21
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 3,965,169 4,083,591
Interest paid (450,967 ) (459,216 )
Interest element of hire purchase payments paid (86,070 ) (113,548 )
Government grants 305,507 414,755
Tax paid (477,201 ) (414,239 )
Net cash from operating activities 3,256,438 3,511,343

Cash flows from investing activities
Purchase of intangible fixed assets (23,440 ) (28,549 )
Purchase of tangible fixed assets (5,275,716 ) (3,419,575 )
Sale of tangible fixed assets 538,421 302,766
Interest received 4,683 10,769
Net cash from investing activities (4,756,052 ) (3,134,589 )

Cash flows from financing activities
New loans in year 750,000 8,000,000
Loan repayments in year (1,446,279 ) (1,254,194 )
Capital repayments in year (3,302,478 ) (1,082,836 )
New hire purchases in year 4,465,382 256,976
Equity dividends paid (200,000 ) -
Net cash from financing activities 266,625 5,919,946

(Decrease)/increase in cash and cash equivalents (1,232,989 ) 6,296,700
Cash and cash equivalents at beginning of
period

2

(11,324,865

)

(17,621,565

)

Cash and cash equivalents at end of period 2 (12,557,854 ) (11,324,865 )

FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

NOTES TO THE CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

1. RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS
Period Period
31.1.21 2.2.20
to to
29.1.22 30.1.21
£    £   
Profit before taxation 1,266,551 2,624,844
Depreciation charges 1,787,500 2,051,438
Profit on disposal of fixed assets (207,681 ) (71,448 )
Government grants (305,507 ) (414,755 )
Finance costs 537,037 572,764
Finance income (4,683 ) (10,769 )
3,073,217 4,752,074
(Increase)/decrease in stocks (1,770,796 ) 667,039
Increase in trade and other debtors (1,772,353 ) (29,726 )
Increase/(decrease) in trade and other creditors 4,435,101 (1,305,796 )
Cash generated from operations 3,965,169 4,083,591

2. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:

Period ended 29 January 2022
29.1.22 31.1.21
£    £   
Cash and cash equivalents 241,084 305,578
Bank overdrafts (12,798,938 ) (11,630,443 )
(12,557,854 ) (11,324,865 )
Period ended 30 January 2021
30.1.21 2.2.20
£    £   
Cash and cash equivalents 305,578 88,681
Bank overdrafts (11,630,443 ) (17,710,246 )
(11,324,865 ) (17,621,565 )


FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

NOTES TO THE CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

3. ANALYSIS OF CHANGES IN NET DEBT

At 31.1.21 Cash flow At 29.1.22
£    £    £   
Net cash
Cash at bank and in hand 305,578 (64,494 ) 241,084
Bank overdrafts (11,630,443 ) (1,168,495 ) (12,798,938 )
(11,324,865 ) (1,232,989 ) (12,557,854 )
Debt
Finance leases (2,637,020 ) (1,162,903 ) (3,799,923 )
Debts falling due within 1 year (1,126,094 ) 30,967 (1,095,127 )
Debts falling due after 1 year (6,104,812 ) 665,312 (5,439,500 )
(9,867,926 ) (466,624 ) (10,334,550 )
Total (21,192,791 ) (1,699,613 ) (22,892,404 )

FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

1. STATUTORY INFORMATION

Fidelis Holdings Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Critical accounting judgements and key sources of estimation uncertainty
Some of the amounts included in the financial statements involve the use of judgement and/or estimation. These judgements and estimates are based on the director's prior experiences and using their best knowledge of the relevant facts and circumstances. Actual results may differ from the amounts included in the financial statements. Information about such judgements and estimations is included in the accounting policies and/or notes to the accounts. The key areas are summarised below;

Judgements in applying accounting policies
- The directors must judge whether all of the conditions required for the turnover to be recognised in profit and loss for the financial year, as set out in revenue note, have been met.

Key sources of estimation uncertainty that have a significant effect on the amounts recognised in the financial statements are stock valuation and valuation of the pension scheme.

Revenue
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Revenue from haulage and freight transport services are recognised in the period in which the services are provided.

Revenue from contracts to provide services are recognised in the period in which the services are provided.

Revenue from the sale of goods are recognised when all of the following conditions are satisfied:
- the Group has transferred the significant risks and rewards of ownership to the buyer;
- the Group retains neither continuing managerial involvement to the degree usually associated with ownership
nor effective control over the good sold;
- the amount of revenue can be measured reliably;
- it is probable that the Group will receive the consideration due under the transaction; and
- the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Goodwill
Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer's interest in the fair value of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, Goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight line basis to the Statement of Comprehensive income over 10 years.

Intangible assets
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Computer software is being amortised evenly over its estimated useful life of nil years.

Computer software
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Amortisation is provided on the following bases:

Software-20-33% straight line

FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

2. ACCOUNTING POLICIES - continued

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life or, if held under a finance lease, over the lease term, whichever is shorter.

Freehold property-2% - 10% straight line
Plant and machinery-5% - 33% straight line
Office equipment-33% straight line

Tangible fixed assets are stated at cost (or deemed cost) or valuation less accumulated depreciation and accumulated impairment losses. Cost includes costs directly attributable to making the asset capable of operating as intended.

Investment property
Investment property is shown at most recent valuation. Any aggregate surplus or deficit arising from changes in fair value is recognised in profit or loss.

Investment property is carried at fair value determined annually by external valuers and derived from the current market rates and investment property yields for comparable real estate, adjusted if necessary for any differences in the nature, location or condition of the specific asset. No depreciation is provided. Changes in fair value are recognised in the Statement of Comprehensive Income.

Stocks
Stocks are stated at the lower of cost and net realisable values, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a weighted average basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less cost to complete and sell. The impairment loss is recognised immediately in profit or loss.

Produce is valued on the basis of direct costs plus attributable overheads based on normal level of activity. Provision is made for any foreseeable losses where appropriate. No element of profit is included in the valuation of produce.

Taxation
Taxation for the period comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the period end and that are expected to apply to the reversal of the timing difference.

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

Hire purchase and leasing commitments
Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter.

The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability.

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

FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

2. ACCOUNTING POLICIES - continued

Pensions
Defined contribution pension plan

The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations.

The contributions are recognised as an expense in the Statement of Comprehensive Income when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the company in independently administered funds.

Defined benefit pension plan

The company operates a defined benefit plan for certain employees. A defined benefit plan defines the pension benefit that the employee will receive on retirement, usually dependent upon several factors including but not limited to age, length of service and remuneration.

The liability recognised in the Balance Sheet in respect of the defined benefit plan is the present value of the defined benefit obligation at the end of the balance sheet date less the fair value of plan assets at the balance sheet date out of which the obligations are to be settled.

The defined benefit obligation is calculated using the projected unit credit method. Annually the company engages independent actuaries to calculate the obligation. The present value is determined by discounting the estimated future payments using the market yields on high quality corporate bonds that are denominated in sterling and that have term approximating to the estimated period of the future payments.

The fair value of plan assets is measured in accordance with the FRS 102 fair value hierarchy and in accordance with the company's policy for similarly held assets. This includes the use of appropriate valuation techniques.

Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to other comprehensive income. These amounts together with the return on plan assets, less amounts included in net interest, are disclosed as 'Remeasurement gain/(loss) on defined benefit pension scheme'.

The cost of the defined benefit plan, recognised in profit or loss as employee costs, except where included in the cost of an asset, comprises:
a) the increase in net pension benefit liability arising from employee service during the period; and
b) the cost of plan introductions, benefit changes, curtailments and settlements.

The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is recognised in profit or loss as a 'finance expense'.

FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

2. ACCOUNTING POLICIES - continued

Financial instruments
The group only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in non-puttable ordinary shares.

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

Financial assets that are measured at cost and amortised costs are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of Comprehensive Income.

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

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

Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their file value. Changes in the fair value of the derivatives are recognised in profit or loss in finance costs or income as appropriate. The group does not currently apply hedge accounting for interest rate and foreign exchange derivatives.

3. TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the group.

An analysis of turnover by geographical market is given below:

Period Period
31.1.21 2.2.20
to to
29.1.22 30.1.21
£    £   
United Kingdom 168,524,372 152,629,904
Europe 10,610,739 11,383,120
179,135,111 164,013,024

FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

4. EMPLOYEES AND DIRECTORS
Period Period
31.1.21 2.2.20
to to
29.1.22 30.1.21
£    £   
Wages and salaries 21,466,768 18,208,277
Social security costs 2,122,084 1,767,939
Other pension costs 368,309 339,606
23,957,161 20,315,822

The average number of employees during the period was as follows:
Period Period
31.1.21 2.2.20
to to
29.1.22 30.1.21

Operations Staff 596 531
Admin staff 45 43
641 574

5. DIRECTORS' EMOLUMENTS
Period Period
31.1.21 2.2.20
to to
29.1.22 30.1.21
£    £   
Directors' remuneration 546,322 569,574

Information regarding the highest paid director is as follows:
Period Period
31.1.21 2.2.20
to to
29.1.22 30.1.21
£    £   
Emoluments etc 203,394 208,597

6. OPERATING PROFIT

The operating profit is stated after charging/(crediting):

Period Period
31.1.21 2.2.20
to to
29.1.22 30.1.21
£    £   
Hire of plant and machinery 12,322,016 12,504,773
Other operating leases 2,571,780 2,244,492
Depreciation - owned assets 1,001,309 1,047,484
Depreciation - assets on hire purchase contracts 647,349 865,751
Profit on disposal of fixed assets (207,681 ) (71,448 )
Goodwill amortisation 93,407 93,406
Computer software amortisation 45,436 44,797
Auditors' remuneration 51,700 50,854
Auditors remuneration - taxation compliance 5,950 6,200
Auditors remuneration - other 39,424 38,032
Foreign exchange differences (139,339 ) 86,842

FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

7. EXCEPTIONAL ITEMS
Period Period
31.1.21 2.2.20
to to
29.1.22 30.1.21
£    £   
Exceptional items - 86,687

During the prior year, group subsidiary, Lincolnshire Field Products Limited, received an amount of £86,687 as a settlement figure for an historical dispute relating to events in a prior period. This was fully settled in 2021.

8. INTEREST PAYABLE AND SIMILAR EXPENSES
Period Period
31.1.21 2.2.20
to to
29.1.22 30.1.21
£    £   
Bank interest 304,378 364,180
Bank loan interest 143,589 92,889
Interest payable - 147
Hire purchase interest 86,070 113,548
534,037 570,764

9. TAXATION

Analysis of the tax charge
The tax charge on the profit for the period was as follows:
Period Period
31.1.21 2.2.20
to to
29.1.22 30.1.21
£    £   
Current tax:
UK corporation tax (34 ) 461,054
Adjustment re previous years - (118,834 )
Total current tax (34 ) 342,220

Deferred tax 301,974 119,892
Tax on profit 301,940 462,112

FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

9. TAXATION - continued

Reconciliation of total tax charge included in profit and loss
The tax assessed for the period is higher than the standard rate of corporation tax in the UK. The difference is explained below:

Period Period
31.1.21 2.2.20
to to
29.1.22 30.1.21
£    £   
Profit before tax 1,266,551 2,624,844
Profit multiplied by the standard rate of corporation tax in the UK of 19 % (2021 -
19 %)

240,645

498,720

Effects of:
Expenses not deductible for tax purposes 43,264 -
Income not taxable for tax purposes (559,346 ) (37,666 )
Capital allowances in excess of depreciation (40,948 ) -
Adjustments to tax charge in respect of previous periods 12 (118,834 )
Tax Losses c/f 316,339 -
Deferred Tax 301,974 119,892
Total tax charge 301,940 462,112

Tax effects relating to effects of other comprehensive income

31.1.21 to 29.1.22
Gross Tax Net
£    £    £   
Remeasurement gain/(loss) on defined
benefit pension scheme 492,000 - 492,000
Movement on deferred tax relating to
defined benefit pension asset 60,630 - 60,630
552,630 - 552,630

2.2.20 to 30.1.21
Gross Tax Net
£    £    £   
Remeasurement gain/(loss) on defined
benefit pension scheme (31,000 ) - (31,000 )
Movement on deferred tax relating to
defined benefit pension asset 3,990 - 3,990
(27,010 ) - (27,010 )

10. INDIVIDUAL INCOME STATEMENT

As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.


FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

11. DIVIDENDS
Period Period
31.1.21 2.2.20
to to
29.1.22 30.1.21
£    £   
Ordinary shares of 1 each
Final 200,000 -

12. INTANGIBLE FIXED ASSETS

Group
Computer
Goodwill software Totals
£    £    £   
COST
At 31 January 2021 936,633 583,126 1,519,759
Additions - 23,440 23,440
At 29 January 2022 936,633 606,566 1,543,199
AMORTISATION
At 31 January 2021 312,552 482,949 795,501
Amortisation for period 93,407 45,436 138,843
At 29 January 2022 405,959 528,385 934,344
NET BOOK VALUE
At 29 January 2022 530,674 78,181 608,855
At 30 January 2021 624,081 100,177 724,258

13. TANGIBLE FIXED ASSETS

Group
Freehold Plant and Computer
property machinery equipment Totals
£    £    £    £   
COST
At 31 January 2021 13,941,174 20,488,509 12,337 34,442,020
Additions 10,260 5,265,455 - 5,275,715
Disposals - (1,690,681 ) (12,337 ) (1,703,018 )
At 29 January 2022 13,951,434 24,063,283 - 38,014,717
DEPRECIATION
At 31 January 2021 1,935,048 13,178,116 9,674 15,122,838
Charge for period 183,839 1,464,819 - 1,648,658
Eliminated on disposal - (1,372,234 ) (9,674 ) (1,381,908 )
At 29 January 2022 2,118,887 13,270,701 - 15,389,588
NET BOOK VALUE
At 29 January 2022 11,832,547 10,792,582 - 22,625,129
At 30 January 2021 12,006,126 7,310,393 2,663 19,319,182

The net book value of tangible fixed assets includes £5,467,944 (2021 - £4,485,322) in respect of assets held under hire purchase contracts.

FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

14. FIXED ASSET INVESTMENTS

Company
Shares in
group
undertakings
£   
COST
At 31 January 2021
and 29 January 2022 315,229
NET BOOK VALUE
At 29 January 2022 315,229
At 30 January 2021 315,229

The group or the company's investments at the Statement of Financial Position date in the share capital of companies include the following:

Subsidiaries

Keepstem Limited
Registered office: Wool Hall Farm, Cross Gate, Wykeham, Spalding, Lincolnshire, PE12 6HW
Nature of business: Growing of crops
%
Class of shares: holding
Ordinary A 100.00

FreshLinc Group Limited
Registered office: Wool Hall Farm, Cross Gate, Wykeham, Spalding, Lincolnshire, PE12 6HW
Nature of business: Freight transport
%
Class of shares: holding
Ordinary 100.00

DirectLinc Limited
Registered office:
Nature of business: Dormant
%
Class of shares: holding
Ordinary 100.00

This company is claiming exemption from audit under s480.

The registered office of the company is: Wool Hall Farm, Cross Gate, Wykeham, Spalding, Lincolnshire, PE12 6HW.

Top Up Resources Limited
Registered office:
Nature of business: provision of driver services
%
Class of shares: holding
Ordinary 100.00

The registered office of the company is: Wool Hall Farm, Cross Gate, Wykeham, Spalding, Lincolnshire, PE12 6HW.

Top Up Resources Limited has ceased to trade in the year ending 29 January 2022 and will be registered as a dormant company within 12 months of the the date of this report.

FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

14. FIXED ASSET INVESTMENTS - continued

LFP Vegetables Limited
Registered office:
Nature of business: growing of crops
%
Class of shares: holding
Ordinary A 100.00
Ordinary B 100.00

This company is claiming exemption from audit under s479a.

The registered office of the company is: Wool Hall Farm, Cross Gate, Wykeham, Spalding, Lincolnshire, PE12 6HW.

Lincolnshire Field Products Limited
Registered office:
Nature of business: growing of crops
%
Class of shares: holding
Ordinary 100.00

The registered office of the company is: Wool Hall Farm, Cross Gate, Wykeham, Spalding, Lincolnshire, PE12 6HW.

FreshLinc Limited
Registered office:
Nature of business: transport of freight
%
Class of shares: holding
Ordinary 100.00

The registered office of the company is: Wool Hall Farm, Cross Gate, Wykeham, Spalding, Lincolnshire, PE12 6HW.

PortLinc Limited
Registered office:
Nature of business: Dormant
%
Class of shares: holding
Ordinary 100.00

This company is claiming exemption from audit under s480.

The registered office of the company is: Wool Hall Farm, Cross Gate, Wykeham, Spalding, Lincolnshire, PE12 6HW.


15. INVESTMENT PROPERTY

Group
Total
£   
FAIR VALUE
At 31 January 2021
and 29 January 2022 240,000
NET BOOK VALUE
At 29 January 2022 240,000
At 30 January 2021 240,000

FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

16. STOCKS

Group
2022 2021
£    £   
Stocks 236,347 141,694
Raw materials 1,382,030 1,124,190
Work-in-progress 3,347,645 2,268,903
Finished goods 1,807,083 1,467,522
6,773,105 5,002,309

17. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group
2022 2021
£    £   
Trade debtors 28,049,334 26,403,028
Amounts owed by participating interests - 33,200
Other debtors 195,922 179,414
Taxation 14,420 -
VAT 717,993 693,423
Prepayments and accrued income 2,384,499 2,326,960
31,362,168 29,636,025

18. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group
2022 2021
£    £   
Bank loans and overdrafts (see note 20) 13,894,065 12,756,537
Hire purchase contracts (see note 21) 1,513,439 1,115,470
Trade creditors 21,272,600 19,233,602
Taxation - 462,815
Other taxes and social security 1,680,231 1,071,633
Other creditors 1,053,227 712,210
Accruals and deferred income 4,261,727 2,635,704
43,675,289 37,987,971

19. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

Group
2022 2021
£    £   
Bank loans (see note 20) 5,439,500 6,104,812
Hire purchase contracts (see note 21) 2,286,484 1,521,550
7,725,984 7,626,362

FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

20. LOANS

An analysis of the maturity of loans is given below:

Group
2022 2021
£    £   
Amounts falling due within one year or on demand:
Bank overdrafts 12,798,938 11,630,443
Bank loans 1,095,127 1,126,094
13,894,065 12,756,537
Amounts falling due between one and two years:
Bank loans - 1-2 years 246,000 662,640
Amounts falling due between two and five years:
Bank loans - 2-5 years 5,193,500 5,442,172

21. LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Group
Hire purchase contracts
2022 2021
£    £   
Net obligations repayable:
Within one year 1,513,439 1,115,470
Between one and five years 2,286,484 1,521,550
3,799,923 2,637,020

Group
Non-cancellable operating leases
2022 2021
£    £   
Within one year 12,457,853 13,221,425
Between one and five years 13,509,864 18,249,551
In more than five years 74,143 480,652
26,041,860 31,951,628

FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

22. SECURED DEBTS

The following secured debts are included within creditors:

Group
2022 2021
£    £   
Bank overdrafts 12,798,938 11,630,443
Bank loans 6,534,627 7,230,906
Hire purchase contracts 3,799,923 2,637,020
23,133,488 21,498,369

Amounts due under finance lease and hire purchase are secured against the assets to which they relate.

The bank overdraft is secured by fixed and floating charges over all assets of the company. There is an unlimited multilateral guarantee given by FreshLinc Group, FreshLinc Limited, Keepstem Limited, Directlinc Limited and Lincolnshire Field Products Limited to HSBC Bank.

23. FINANCIAL INSTRUMENTS

Group Group Company Company
29 January 30 January 29 January 30 January
2022 2021 2022 2021
£    £    £    £   
Financial assets
Financial assets 30,873,111 29,242,711 - -

Financial liabilities
Financial liabilities 49,723,065 44,079,885 - -
Financial assets measured at amortised cost comprise trade debtors, amounts owed by the group, amounts owed by related party, other debtors and cash and cash equivalents.

Financial liabilities measured at amortised costs comprise bank loans and overdrafts, trade creditors, amounts owed to group, amounts owed to related party, obligations under finance lease and hire purchase, other creditors and accruals.

24. PROVISIONS FOR LIABILITIES

Group
2022 2021
£    £   
Deferred tax
Accelerated capital allowances 331,052 89,708

Other provisions 238,050 417,586

Aggregate amounts 569,102 507,294

Group
Deferred Other
tax provisions
£    £   
Balance at 31 January 2021 89,708 417,586
Provided during period 241,344 -
Utilised during period - (179,535 )
Balance at 29 January 2022 331,052 238,051

FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

24. PROVISIONS FOR LIABILITIES - continued

Other provisions are an insurance provision included in relation to potential third party insurance claims.

25. CALLED UP SHARE CAPITAL


Allotted, issued and fully paid:
Number: Class: Nominal 2022 2021
value: £    £   
11,000 Ordinary 1 11,000 11,000

26. RESERVES

Group
Retained Share Revaluation
earnings premium reserve
£    £    £   

At 31 January 2021 4,829,135 304,229 2,197,468
Profit for the period 964,611
Dividends (200,000 )
Adjustments to STRGL 552,630 - -
At 29 January 2022 6,146,376 304,229 2,197,468

Group
Capital
redemption Merger
reserve reserve Totals
£    £    £   

At 31 January 2021 1,005,170 605,723 8,941,725
Profit for the period 964,611
Dividends (200,000 )
Adjustments to STRGL - - 552,630
At 29 January 2022 1,005,170 605,723 10,258,966

a) Share premium account

The share premium account represents the premium arising on the issue of shares net of issue costs.

b) Revaluation reserve

The revaluation reserve represents the cumulate effect of revaluations of tangible fixed assets where a policy of revaluation has been adopted.

c) Profit and loss account

The profit and loss account represents cumulative profits and losses net of dividends and other adjustments.

d) Capital redemption reserve

The capital redemption reserve represents amounts that are transferred following the redemption or purchase of a company’s own shares.

e) Merger reserve

The merger reserve represents the difference between the value of shares issued by the Company in exchange for the value of shares acquired in respect of the acquisition of subsidiaries accounted for under the pooling-of-interest method.

FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

27. EMPLOYEE BENEFIT OBLIGATIONS


The amounts recognised in profit or loss are as follows:

Defined benefit
pension plans
2022 2021
£    £   
Current service cost - -
Net interest from net defined benefit
asset/liability

3,000

2,000
Past service cost - -
3,000 2,000

Actual return on plan assets 43,000 45,000

Changes in the present value of the defined benefit obligation are as follows:

Defined benefit
pension plans
2022 2021
£    £   
Opening defined benefit obligation 2,630,000 2,589,000
Interest cost 46,000 47,000
Benefits paid (37,000 ) (60,000 )
Actuarial (gains)/losses from changes in financial
assumptions

(328,000

)

54,000
2,311,000 2,630,000

Changes in the fair value of scheme assets are as follows:

Defined benefit
pension plans
2022 2021
£    £   
Opening fair value of scheme assets 2,477,000 2,415,000
Contributions by employer 54,000 54,000
Expected return 43,000 45,000
Benefits paid (37,000 ) (60,000 )
Return on plan assets (excluding interest income) 164,000 23,000
2,701,000 2,477,000

The amounts recognised in other comprehensive income are as follows:

Defined benefit
pension plans
2022 2021
£    £   
Actuarial (gains)/losses from changes in financial
assumptions

328,000

(54,000

)
Return on plan assets (excluding interest income) 164,000 23,000
492,000 (31,000 )

FIDELIS HOLDINGS LTD (REGISTERED NUMBER: 12517218)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE PERIOD 31 JANUARY 2021 TO 29 JANUARY 2022

The major categories of scheme assets as amounts of total scheme assets are as follows:

Defined benefit
pension plans
2022 2021
£    £   
Equities 1,778,000 1,562,000
Bonds 560,000 588,000
Cash/other 226,000 194,000
Real return 137,000 133,000
2,701,000 2,477,000

Principal actuarial assumptions at the balance sheet date (expressed as weighted averages):

2022 2021
Discount rate 2.40% 1.75%

The company expects to contribute £51,000 to its defined benefit pension scheme in 2023.

28. RELATED PARTY DISCLOSURES

During the year the group charged LFP Investments Limited a total of £6,000 (2021 - £9,497) in relation to management services. LFP Investments Limited is private limited company wholly owned by the directors of this group. The amount owed by LFP Investments Limited to the group at the year end was £nil (2021 - £33,000).

Transactions with wholly owned subsidiaries of Fidelis Holdings Limited are exempt from the requirements of FRS 102 to disclose transactions with these companies on the grounds that consolidated accounts are publicly available from Companies House.

29. ULTIMATE CONTROLLING PARTY

The Board of Directors of Fidelis Holdings Limited are considered to be the company's ultimate controlling related party by virtue of of their directorships of and shareholdings in Fidelis Holdings Limited, the ultimate parent undertaking.

30. ACQUISITION OF SUBSIDIARIES

On 31 March 2020, Fidelis Holdings acquired 100% of the share capital in Keepstem Limited and FreshLinc Group Limited via a share for share exchange involving shares with a nominal value of £11,000. The transaction has been recorded under the provisions of merger relief at nominal value only in the financial statements of Fidelis Holdings Limited. The acquisition was accounted for using merger accounting on consolidation.

Book value Adjustment Fair value
£ £ £
Fixed assets 19,118,071 216,551 19,334,622
Stocks 5,669,348 5,669,348
Debtors 40,027,502 40,027,502
Cash 88,681 88,681
Total assets 64,903,602 65,120,153
Creditors due within one year 55,451,016 55,451,016
Creditors due after one year 1,759,608 1,759,608
Provisions for liabilities 875,980 875,980
Total liabilities 58,086,604 58,086,604
Net assets acquired 7,033,549