REGISTERED NUMBER: |
SARIA Limited |
Strategic Report, Report of the Directors and |
Audited Financial Statements for the Year Ended 31 December 2021 |
REGISTERED NUMBER: |
SARIA Limited |
Strategic Report, Report of the Directors and |
Audited Financial Statements for the Year Ended 31 December 2021 |
SARIA Limited (Registered number: 00547564) |
Contents of the Financial Statements |
for the Year Ended 31 December 2021 |
Page |
Company Information | 1 |
Strategic Report | 2 |
Report of the Directors | 6 |
Report of the Independent Auditors | 9 |
Income Statement | 12 |
Other Comprehensive Income | 13 |
Balance Sheet | 14 |
Statement of Changes in Equity | 16 |
Cash Flow Statement | 17 |
Notes to the Cash Flow Statement | 18 |
Notes to the Financial Statements | 19 |
SARIA Limited |
Company Information |
for the Year Ended 31 December 2021 |
DIRECTORS: |
SECRETARY: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
SENIOR STATUTORY AUDITOR: |
AUDITORS: |
Accountants |
Statutory Auditors |
No.2 Silkwood Office Park |
Fryers Way |
Wakefield |
West Yorkshire |
WF5 9TJ |
BANKERS: |
City Office |
33 Park Row |
Leeds |
West Yorkshire |
LS1 1LD |
SOLICITORS: |
7 King Street |
Mirfield |
West Yorkshire |
WF14 8AW |
SARIA Limited (Registered number: 00547564) |
Strategic Report |
for the Year Ended 31 December 2021 |
Business Overview |
SARIA Limited (SARIA) operates in a wide range of sectors associated with the food chain, renewable energy, and recycling. |
The Group's companies manufacture quality products for use in human and animal foodstuffs, agriculture, aquaculture, and industrial applications. The Group also produces biofuels and renewable energy and provides services for farming and the food industry. |
The Group's operations can be split into the following distinct sectors: |
Edible food manufacture, trading, and distribution |
Pet food ingredient manufacturing |
Food waste recycling |
Renewable energy generation |
High risk animal by-product collection and processing |
In addition to the key areas outlined above, the Group also participates in two specialist joint ventures in the pet food sector. |
The Group has an active presence as a service provider or product customer at each stage of the food chain - from farm gate to post-consumer plate. The Group operates a variety of processing operations based on a unique range of production platforms tailored to customer needs and achieving the most appropriate balance of environmental efficiency and cost effectiveness. |
The company's turnover relates to the sale to third parties of finished goods produced by other group companies; also, as a company SARIA Limited provides management services to other group members. The accounts are prepared for the company only and do not include subsidiary results. |
Section 172(1) Companies Act 2006 Statement |
The Directors of SARIA Limited consider both collectively and individually that they have acted in good faith, and in a manner most likely to create and promote the success of the company for the benefit of its members as a whole as defined by s172(1) Companies Act 2006 during the year ended 31st December 2021 supported by delivery of the long-term business plan ("the plan"). |
In developing and implementing the plan, the directors have considered the following key objectives as defined by s172 of the Companies Act: |
a) The likely consequences of any decision in the long term |
b) The interests of the company's employees |
c) The need to foster the company's business relationships with suppliers, customers and others |
d) The impact of the company's operations on the community and the environment |
e) The desirability of the company maintaining a reputation for high standards of business conduct, and |
f) The need to act fairly as between members of the company. |
The implementation of the plan is underpinned by the introduction of the SARIA SE & Co. KG Group global policies on corporate compliance which set out our obligations in the following key areas: |
1) Appropriate working conditions |
The company respects human rights and employment law, without exception. |
The board of directors' respects human rights in strict accordance with the European Convention on Human Rights (ECHR). We reject all forms of forced or compulsory labour. Equally, we are opposed to all forms of child labour. The minimum age for admission to employment shall be as set out in the respective national legislation or collective bargaining agreements - provided these comply with the Minimum Age Convention adopted by the International Labour Organisation (ILO). |
SARIA Limited (Registered number: 00547564) |
Strategic Report |
for the Year Ended 31 December 2021 |
The company promotes equal opportunities and equal treatment of employees, rejecting all forms of discrimination on any ground whatsoever, e.g., race, ethnic origin, gender, religion, political or other opinion, disability, age, or sexual identity. The company recruits and promotes employees solely based on professional qualifications and performance. |
2) Health and safety |
The promotion of high standards of health, safety and welfare at work is a prime objective for the company, its employees and business partners (such as contractors and other service providers). The Board of Directors therefore affirm the company will do all that is reasonably practicable to protect its employees and other people who meet the company or its products from personal injury or hazards to health, arising from any foreseeable risks. |
3) Fair competition and integrity in our business dealings |
As the board of Directors, our intention is to behave responsibly and ensure that the management operate the business in a responsible and sustainable manner, both financially and environmentally. |
Collectively we will continue to operate to the high standards of integrity expected of a business such as ours, and to employ a system of continuous improvement with training and development in line with our commitment to responsible behaviour. |
When dealing with all partners, whether they are suppliers, customers, or other stakeholders, we will ensure the relationship is always maintained in a professional and responsible manner. A principal objective from our plan is the delivery of long-term successful returns for the company and our business partners. |
4) Cooperation with the authorities |
The company is committed to maintaining a constructive relationship with all the relevant authorities while safeguarding its own interests and rights. |
5) Correct payment of taxes and duties |
The company's parent, SARIA Group, has a presence in many countries and is a stakeholder in the local economies in which it operates. The payment of taxes is essential for the stability and infrastructure of an economy, and therefore also has a direct impact on factors that are important for our success. |
Declaring and paying taxes and duties in time and in accordance with legal requirements is a social responsibility that we take very seriously. |
We aim to fulfil our tax obligations in an accurate and timely manner, to pay the appropriate amount due and always act in good faith in our dealings with the tax authorities in the countries in which we operate. To achieve this aim, we have put in place an internal control system that can prevent or detect material errors. |
6) Processing and using our products in accordance with the law |
Compliance with legal regulations on the production and use of our products is essential. |
The SARIA Group specialises in the recycling of animal by- products and other materials of organic origin. These raw materials are often subject to statutory requirements governing both their processing and future applications. |
All processing of materials by the company is carried out in strict compliance with this legislation, without any exceptions. Our company is careful to ensure that the products we supply to our customers are used solely in accordance with their legally defined specific purpose. |
SARIA Limited (Registered number: 00547564) |
Strategic Report |
for the Year Ended 31 December 2021 |
The plan involves a fundamental commitment to enhancing our environmental performance in key areas, including but not restricted to - emissions to air, water and land, carbon-intensity of our operations, reductions in our supply chain carbon impact alongside efficiency improvements. |
As an example of the company's commitment to reducing environmental impact, the largest processing site in the UK is now self-sufficient in electricity - electricity which previously was imported from the national grid. |
The site uses an embedded anaerobic digestion (AD) plant to generate renewable energy for the use in human and animal food processing plants, the energy is created from previously unusable 'waste' streams from the processing plants; the AD plant now supplies 100% of the sites' energy needs. |
The only by-product from the processing plants is an organic fertiliser used by local farmers, the fertiliser is used to replace traditional fossil-fuel based materials. |
Key Performance Indicators (KPIs) |
As shown in the company's profit and loss account on page 12, the company's result has decreased to a profit of £756,226 (2020 £2,537,614). At the year end the shareholder's funds were £128,429,692 (2020 £127,913,263). |
SARIA manages its operations on a divisional basis. For this reason, the company's directors believe that further key performance indicators for the company are not necessary or appropriate for an understanding of the development, performance, or position of the business. |
The principal challenge faced by the company during the period related to ongoing market difficulties brought about by the global Coronavirus pandemic, the measures brought in by the UK government to deal with the public health impact and the knock-on effects to raw material and finished product markets. |
Following the re-introduction of national lockdown measures first introduced by the UK government in March 2020, the company experienced significant adverse impacts which required the introduction of appropriate contingency measures. |
The company responded to the challenges by implementing a multi-layered contingency response, ensuring the health and safety of our staff and their families were addressed in the first instance whilst also ensuring the business operations remained "COVID-safe" in line with the advice issued by UK Government. |
The company accessed funding from the Government's Job Retention Scheme to support the costs of staff furloughed due to a reduction in business operations. |
Risk |
With businesses active across a wide variety of sectors and operating large-scale processing operations always entails risk. Beside market developments, we are also affected by global events such as commodity market price changes driven by weather patterns; such events entail risks but also present us with new opportunities. |
The Group is faced with challenges when conducting analyses and making decisions. If we do not incorporate market developments or if we evaluate them incorrectly, they may pose serious business risks. The risks affecting SARIA are largely dealt with on a group basis, apart from the ones highlighted below: |
Business Unit / Area | Risk | Mitigation Factor |
SARIA Limited (Registered number: 00547564) |
Strategic Report |
for the Year Ended 31 December 2021 |
Legal and regulatory risks | The granting of operating permits, or the withdrawal or variation of permits already granted, and changes to the legal environment or regulations could adversely affect the Group's operations and development projects. |
Political, legal and regulatory developments affecting the Group's operations and projects are monitored closely. The Group is an active member of trade associations in the UK & Europe to gain a clear understanding of regulatory changes. |
Health & Safety | Health & safety incidents could result in harm to the Group's employees, contractors or local communities. Ensuring safety and wellbeing is an ethical obligation for the Group. Poor safety records or serious accidents could have a serious impact on the Group's production and reputation. |
The Group focuses on identifying, mitigating and managing the safety risks inherent across its operations. The Group's objective is to create a safety culture through regular training and awareness campaigns for employees and contractors. The Group operates a 'best practice' system of in-house training to develop an embedded health & safety culture. |
Environment and Employees |
SARIA recognises the importance of its environmental responsibilities and implements policies to reduce any damage that might be caused to the environment. |
Initiatives designed to minimise the company's impact on the environment include improving our energy use efficiency, reduction in carbon emissions by using only renewable fuel and minimising the consumption of water. |
Details of the number of employees and related costs can be found on page 22 of the financial statements. |
The company participates in the group's policies and practices regarding Health and Safety at work, pension, and health care schemes. |
Future Developments |
The directors anticipate that they will continue to develop the company's established activities including providing management facilities for the Group. |
The Company will continue to invest in plant modernisation within the rendering sectors; the investment program will deliver reduced operating costs with enhanced environmental performance. |
The directors will closely monitor the ongoing effect of 'Brexit' on the business following the United Kingdom's withdrawal from the European Union. |
ON BEHALF OF THE BOARD: |
SARIA Limited (Registered number: 00547564) |
Report of the Directors |
for the Year Ended 31 December 2021 |
The directors present their report with the financial statements of the company for the year ended 31 December 2021. |
DIVIDENDS |
No dividends will be distributed for the year ended 31 December 2021. |
EVENTS SINCE THE END OF THE YEAR |
Information relating to events since the end of the year is given in the notes to the financial statements. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1 January 2021 to the date of this report. |
POLITICAL DONATIONS AND EXPENDITURE |
There have been no political donations paid within the period. |
STREAMLINED ENERGY AND CARBON REPORTING |
Covering energy use and associated greenhouse gas emissions relating to gas, electricity and transport, intensity ratios and information relating to energy efficiency actions. The below data relates to Saria Ltd and all of its subsidiaries and joint venture companies, with the exception of T Quality Limited that will report its own SECR data. |
Current reporting year (Jan 21 - Dec 21) |
Key Performance Indicator (KPI) | Amount '21 | Amount '20 | Unit |
Electricity Usage | 41,243,737 | 40,997,951 | kWh |
Gas Usage | 362,621,791 | 382,809,562 | kWh |
Diesel Usage | 6,941,756 | 5,089,669 | litres |
Total emissions generated through use of purchased electricity | 8,757 | 9,558 | tCO2e |
Total emissions generated through combustion of gas | 66,418 | 70,387 | tCO2e |
Total emissions generated through business travel | 18,781 | 13,680 | tCO2e |
Total gross emissions | 93,956 | 93,626 | tCO2e |
Intensity ratio (total gross emissions) |
0.0965 |
0.0998 |
tCO2e per tonne of material processed |
Energy efficiency actions |
We are committed to responsible energy management and will practice energy efficiency throughout our organisation, wherever it is cost effective. We recognize that climate change is one of the most serious environmental challenges currently threatening the global community and we understand we have a role to play in reducing greenhouse gas emissions. |
We have implemented the policies below for the purpose of increasing the businesses energy efficiency in the relevant financial year. |
- Upgrade vehicles to more energy efficient models where possible |
- Introduction of hybrid/fully electric vehicles into the car portfolio |
- Upgrade plant & machinery to improve on energy performance where possible |
- Servicing and adjustment to existing plant & machinery to improve on energy performance where possible |
SARIA Limited (Registered number: 00547564) |
Report of the Directors |
for the Year Ended 31 December 2021 |
- Increased availability and encouraged use of video conferencing. |
- Reduced travel costs by reducing number of face to face meetings with clients and suppliers |
The following energy efficiency measures are being implemented or are under consideration for implementation during 2022 |
- Carbon reduction by biomass combustion |
- Specifically investing in low energy processes and techniques at Widnes & Nottingham circa £8m during 2022 |
- Continue to replace/upgrade vehicles and plant & machinery for more energy efficient options |
Methodology used in the calculation of disclosures |
ESOS methodology (as specified in Complying with the Energy Savings Opportunity Scheme version 6, published by the Environment Agency 28/10/2019) used in conjunction with Government GHG reporting conversion factors. |
DISCLOSURE IN THE STRATEGIC REPORT |
The directors have chosen to include details of engagement with suppliers, customers and others in business relationships with the company in their strategic report, as this is deemed to be of strategic importance to the company. |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the 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 of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to: |
- | select suitable accounting policies 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 transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
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 company'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 company's auditors are aware of that information. |
SARIA Limited (Registered number: 00547564) |
Report of the Directors |
for the Year Ended 31 December 2021 |
AUDITORS |
The auditors, Paylings, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
Report of the Independent Auditors to the Members of |
SARIA Limited |
Opinion |
We have audited the financial statements of SARIA Limited (the 'company') for the year ended 31 December 2021 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, 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 company's affairs as at 31 December 2021 and of its profit for the year then ended; |
- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
- | have been prepared in accordance with the requirements of the Companies Act 2006. |
Basis for opinion |
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the 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 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 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 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 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 |
SARIA Limited |
Matters on which we are required to report by exception |
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the 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, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the financial statements are not in agreement with the accounting records and returns; or |
- | certain disclosures of directors' remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit. |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page seven, 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 company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so. |
Auditors' responsibilities for the audit of the financial statements |
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue 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: |
- reviewed the nature of the industry and sector, the control environment and business performance for the year. |
- identifying the laws and regulations the company operates within and enquiring with management if they are aware of any |
non compliance issues. |
- discussed how and where fraud may occur with all members of the audit engagement team. |
- in line with all audits under ISAs (UK) we were required to perform tests to respond to the risk of management override. |
We tested the appropriateness of journal entries, evaluated the judgements made for accounting estimates to assess if any |
bias, and assessed the rationale behind any significant or unusual transactions. |
- reviewed directors' minutes to assess if any indications of fraud or non compliance. |
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 |
SARIA Limited |
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. |
for and on behalf of |
Accountants |
Statutory Auditors |
No.2 Silkwood Office Park |
Fryers Way |
Wakefield |
West Yorkshire |
WF5 9TJ |
SARIA Limited (Registered number: 00547564) |
Income Statement |
for the Year Ended 31 December 2021 |
2021 | 2020 |
Notes | £ | £ | £ | £ |
TURNOVER | 3 |
Other operating income |
44,967,020 | 79,329,136 |
Raw materials and consumables |
Other external expenses |
28,483,903 | 64,073,565 |
16,483,117 | 15,255,571 |
Staff costs | 4 |
Depreciation |
Other operating expenses |
18,078,206 | 15,949,557 |
OPERATING LOSS | 5 | ( |
) | ( |
) |
Income from participating interests |
Interest receivable and similar income | 7 |
Other finance income | 24 |
4,484,977 | 7,275,496 |
2,889,888 | 6,581,510 |
Amounts written off investments | 8 | - | 1,729,682 |
2,889,888 | 4,851,828 |
Interest payable and similar expenses | 9 |
PROFIT BEFORE TAXATION |
Tax on profit | 10 | ( |
) | ( |
) |
PROFIT FOR THE FINANCIAL YEAR |
SARIA Limited (Registered number: 00547564) |
Other Comprehensive Income |
for the Year Ended 31 December 2021 |
2021 | 2020 |
Notes | £ | £ |
PROFIT FOR THE YEAR |
OTHER COMPREHENSIVE INCOME |
Revaluation of properties |
Return on plan assets | ( |
) |
Changes in assumptions | ( |
) |
Experience gains & losses arising on | ( |
) |
pension scheme liabilities |
Effect of change in def tax rate - pens |
Effect of change in def tax rate - cap g |
Income tax relating to components of other comprehensive income |
( |
) |
( |
) |
OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX |
( |
) |
( |
) |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
SARIA Limited (Registered number: 00547564) |
Balance Sheet |
31 December 2021 |
2021 | 2020 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 11 |
Tangible assets | 12 |
Investments | 13 |
Investment property | 14 |
CURRENT ASSETS |
Stocks | 15 |
Debtors | 16 |
Cash at bank and in hand |
CREDITORS |
Amounts falling due within one year | 17 |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CREDITORS |
Amounts falling due after more than one year | 18 | ( |
) | ( |
) |
PROVISIONS FOR LIABILITIES | 21 | ( |
) | ( |
) |
PENSION ASSET | 24 |
NET ASSETS |
SARIA Limited (Registered number: 00547564) |
Balance Sheet - continued |
31 December 2021 |
2021 | 2020 |
Notes | £ | £ | £ | £ |
CAPITAL AND RESERVES |
Called up share capital | 22 |
Share premium | 23 |
Revaluation reserve | 23 |
Capital redemption reserve | 23 |
Investment revaluation reserve | 23 |
Retained earnings | 23 |
SHAREHOLDERS' FUNDS |
The financial statements were approved by the Board of Directors and authorised for issue on |
SARIA Limited (Registered number: 00547564) |
Statement of Changes in Equity |
for the Year Ended 31 December 2021 |
Called up |
share | Retained | Share |
capital | earnings | premium |
£ | £ | £ |
Balance at 1 January 2020 |
Changes in equity |
Total comprehensive income | - | - |
Balance at 31 December 2020 |
Changes in equity |
Total comprehensive income | - | - |
Balance at 31 December 2021 |
Capital | Investment |
Revaluation | redemption | revaluation | Total |
reserve | reserve | reserve | equity |
£ | £ | £ | £ |
Balance at 1 January 2020 |
Changes in equity |
Total comprehensive income | ( |
) |
Balance at 31 December 2020 |
Changes in equity |
Total comprehensive income | ( |
) |
Balance at 31 December 2021 |
SARIA Limited (Registered number: 00547564) |
Cash Flow Statement |
for the Year Ended 31 December 2021 |
2021 | 2020 |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | ( |
) | ( |
) |
Interest paid | ( |
) | ( |
) |
Tax paid | ( |
) | ( |
) |
Net cash from operating activities | ( |
) | ( |
) |
Cash flows from investing activities |
Purchase of tangible fixed assets | ( |
) | ( |
) |
Sale of tangible fixed assets |
Interest received |
Dividends received |
Net cash from investing activities |
(Decrease)/increase in cash and cash equivalents | ( |
) |
Cash and cash equivalents at beginning of year | 2 | 598,710 |
Cash and cash equivalents at end of year | 2 | 722,961 |
SARIA Limited (Registered number: 00547564) |
Notes to the Cash Flow Statement |
for the Year Ended 31 December 2021 |
1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
2021 | 2020 |
£ | £ |
Profit before taxation |
Depreciation charges |
(Profit)/loss on disposal of fixed assets | ( |
) |
Pension charge | 833,000 | 606,000 |
Write off of fixed asset investments | - | 1,733,681 |
Finance costs | 2,174,810 | 2,410,428 |
Finance income | (4,484,977 | ) | (7,275,496 | ) |
1,671,049 | 2,424,004 |
(Increase)/decrease in stocks | ( |
) |
(Increase)/decrease in trade and other debtors | ( |
) |
Decrease in trade and other creditors | ( |
) | ( |
) |
Cash generated from operations | ( |
) | ( |
) |
2. | CASH AND CASH EQUIVALENTS |
The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
Year ended 31 December 2021 |
31.12.21 | 1.1.21 |
£ | £ |
Cash and cash equivalents | 6,640 | 722,961 |
Bank overdrafts | ( |
) |
6,618 | 722,961 |
Year ended 31 December 2020 |
31.12.20 | 1.1.20 |
£ | £ |
Cash and cash equivalents | 722,961 | 598,710 |
3. | ANALYSIS OF CHANGES IN NET FUNDS |
At 1.1.21 | Cash flow | At 31.12.21 |
£ | £ | £ |
Net cash |
Cash at bank and in hand | 722,961 | (716,321 | ) | 6,640 |
Bank overdrafts | - | (22 | ) | (22 | ) |
722,961 | ( |
) | 6,618 |
Total | 722,961 | (716,343 | ) | 6,618 |
SARIA Limited (Registered number: 00547564) |
Notes to the Financial Statements |
for the Year Ended 31 December 2021 |
1. | STATUTORY INFORMATION |
SARIA Limited is a |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Preparation of consolidated financial statements |
The financial statements contain information about SARIA Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertaking are included by full consolidation in the consolidated financial statements of its parent, Rethmann SE & Co. KG, Norbert-Rethmann-Platz 1 59379 Selm, Germany. |
Related party exemption |
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
Turnover |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
Turnover is recognised on the sale of goods, on despatch of those goods from our sites when the significant risks and rewards of ownership are transferred to our customers. |
Turnover is recognised on the performance of services, as and when those services are carried out. |
Other income across the group arises from rental income (Saria Ltd only), head office/management charges (Saria Ltd only), raw material procurement charges (Saria Ltd only), and the recharge of operating costs incurred by an entity, where the facility of that entity is used by other group companies. |
Straight recharge of costs that can be allocated directly to another group company are treated as recharges only, and the cost is passed directly to the other entity. No income is recognised in this instance. |
Goodwill |
SARIA Limited (Registered number: 00547564) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2021 |
2. | ACCOUNTING POLICIES - continued |
Tangible fixed assets |
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. |
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful |
life. |
Freehold land - not depreciated |
Freehold buildings - 3.03% on cost |
Short leasehold - in accordance with the property |
Long leasehold - in accordance with the property |
Plant & machinery - 15% on reducing balance and 10% on cost |
Motor vehicles - 16.67% - 25% on reducing balance |
Investments in subsidiaries |
Investments in subsidiary undertakings are recognised at cost less any provision for impairment. |
Investment properties |
In accordance with amendments to FRS102, investment properties will be revalued annually moving forward, and the aggregate surplus or deficit transferred to an investment revaluation reserve. No depreciation is provided in respect of investment properties. |
The Companies Act 2006 requires all properties to be depreciated. However, this requirement conflicts with the generally accepted accounting principle set out in FRS 102. The directors consider that, because these properties are not held for consumption, but for their investment potential, to depreciate them would not give a true and fair view and that it is necessary to adopt FRS 102 in order to give a true and fair view. |
Stocks |
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Research and development |
Expenditure on research and development is written off in the year in which it is incurred. |
SARIA Limited (Registered number: 00547564) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2021 |
2. | ACCOUNTING POLICIES - continued |
Foreign currencies |
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
Hire purchase and leasing commitments |
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
Pension costs and other post-retirement benefits |
The company contributes to the SARIA Limited Group Pension Schemes, funded defined benefit schemes. |
Since the above schemes were closed to new members the group has opened a defined contribution scheme to provide retirement benefits to employees. |
The pension charge represents contributions payable to the funds in respect of the accounting period. |
3. | TURNOVER |
The turnover and profit before taxation are attributable to the one principal activity of the company. |
An analysis of turnover by geographical market is given below: |
2021 | 2020 |
£ | £ |
United Kingdom |
Europe |
South America |
Asia |
Africa | 338,577 | 874,346 |
4. | EMPLOYEES AND DIRECTORS |
2021 | 2020 |
£ | £ |
Wages and salaries |
Social security costs |
Other pension costs |
The average number of employees during the year was as follows: |
2021 | 2020 |
Office & administration | 60 | 64 |
Processing & collection | 71 | 66 |
SARIA Limited (Registered number: 00547564) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2021 |
4. | EMPLOYEES AND DIRECTORS - continued |
2021 | 2020 |
£ | £ |
Directors' remuneration | 890,640 | 1,085,237 |
Directors' pension costs | 909,215 | 848,809 |
The number of directors to whom retirement benefits were accruing was as follows: |
Defined benefit schemes | 5 | 5 |
Information regarding the highest paid director is as follows: |
2021 | 2020 |
£ | £ |
Emoluments etc | 290,153 | 309,088 |
Accrued annual pension benefit at 31 December 2021 | 78,285 | 72,177 |
5. | OPERATING LOSS |
The operating loss is stated after charging/(crediting): |
2021 | 2020 |
£ | £ |
Hire of plant and machinery |
Depreciation - owned assets |
(Profit)/loss on disposal of fixed assets | ( |
) |
Auditors' remuneration |
Foreign exchange differences | ( |
) |
Operating leases |
6. | EXCEPTIONAL ITEMS |
2021 | 2020 |
£ | £ |
Exceptional items | (7,914 | ) | - |
7. | INTEREST RECEIVABLE AND SIMILAR INCOME |
2021 | 2020 |
£ | £ |
Bank interest |
Intercompany interest |
Sundry interest |
SARIA Limited (Registered number: 00547564) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2021 |
8. | AMOUNTS WRITTEN OFF INVESTMENTS |
2021 | 2020 |
£ | £ |
Amounts written off |
investments | - | 1,729,682 |
9. | INTEREST PAYABLE AND SIMILAR EXPENSES |
2021 | 2020 |
£ | £ |
Bank interest | ( |
) |
Intercompany interest |
Other interest |
10. | TAXATION |
Analysis of the tax credit |
The tax credit on the profit for the year was as follows: |
2021 | 2020 |
£ | £ |
Current tax: |
UK corporation tax |
Under/(over) provision | 2,475 | 751 |
Total current tax |
Deferred tax | ( |
) | ( |
) |
Tax on profit | ( |
) | ( |
) |
UK corporation tax has been charged at 19% (2020 - 19%). |
SARIA Limited (Registered number: 00547564) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2021 |
10. | TAXATION - continued |
Reconciliation of total tax credit included in profit and loss |
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below: |
2021 | 2020 |
£ | £ |
Profit before tax |
Profit multiplied by the standard rate of corporation tax in the UK of |
Effects of: |
Expenses not deductible for tax purposes |
Income not taxable for tax purposes | ( |
) | ( |
) |
Adjustments to tax charge in respect of previous periods |
Chang in tax rate on provision for deferred taxes | (13,091 | ) | 167,203 |
Non taxable provision release | - | (1,010,214 | ) |
Derecognise DTA on losses | - | 739,874 |
Superdeduction | (93,293 | ) | - |
Deferred tax on loss unprovided for | (63,457 | ) | - |
Total tax credit | (41,148 | ) | (96,214 | ) |
Tax effects relating to effects of other comprehensive income |
2021 |
Gross | Tax | Net |
£ | £ | £ |
Revaluation of properties |
Return on plan assets | ( |
) | 481,000 | (1,443,000 | ) |
Changes in assumptions | (424,000 | ) | 1,272,000 |
Experience gains & losses arising on | (697,250 | ) | 2,091,750 |
pension scheme liabilities |
Effect of change in def tax rate - pens | (1,871,940 | ) | (1,871,940 | ) |
Effect of change in def tax rate - cap g | (288,607 | ) | (288,607 | ) |
2,561,000 | (2,800,797 | ) | (239,797 | ) |
2020 |
Gross | Tax | Net |
£ | £ | £ |
Revaluation of properties |
Return on plan assets | (2,906,240 | ) | 12,389,760 |
Changes in assumptions | ( |
) | 2,920,110 | (12,448,890 | ) |
Experience gains & losses arising on | ( |
) | 124,450 | (530,550 | ) |
pension scheme liabilities |
Effect of change in deferred tax rate | (637,879 | ) | (637,879 | ) |
(728,000 | ) | (499,559 | ) | (1,227,559 | ) |
SARIA Limited (Registered number: 00547564) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2021 |
10. | TAXATION - continued |
Subject to agreement with H M Revenue & Customs, the company has trading losses of £5,148,578 and capital losses of £nil (2020 £3,894,072 trading losses and £1,729,682 capital losses) available to carry forward against future trading profits. Deferred tax assets have only been recognised on the trading losses incurred in the current year as Saria are not certain that those incurred earlier will be able to be utilised. |
11. | INTANGIBLE FIXED ASSETS |
Trademarks | Development |
Goodwill | & licences | costs | Totals |
£ | £ | £ | £ |
COST |
At 1 January 2021 |
and 31 December 2021 |
AMORTISATION |
At 1 January 2021 |
and 31 December 2021 |
NET BOOK VALUE |
At 31 December 2021 |
At 31 December 2020 |
12. | TANGIBLE FIXED ASSETS |
Freehold | Short | Long | Plant & |
property | leasehold | leasehold | machinery |
£ | £ | £ | £ |
COST OR VALUATION |
At 1 January 2021 |
Additions |
Disposals | ( |
) |
Reclassification/transfer |
At 31 December 2021 |
DEPRECIATION |
At 1 January 2021 |
Charge for year |
Eliminated on disposal | ( |
) |
Reclassification/transfer |
At 31 December 2021 |
NET BOOK VALUE |
At 31 December 2021 |
At 31 December 2020 |
SARIA Limited (Registered number: 00547564) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2021 |
12. | TANGIBLE FIXED ASSETS - continued |
Fixtures | Assets |
and | Motor | under |
fittings | vehicles | construction | Totals |
£ | £ | £ | £ |
COST OR VALUATION |
At 1 January 2021 |
Additions |
Disposals | ( |
) | ( |
) | ( |
) |
Reclassification/transfer |
At 31 December 2021 |
DEPRECIATION |
At 1 January 2021 |
Charge for year |
Eliminated on disposal | ( |
) | ( |
) |
Reclassification/transfer |
At 31 December 2021 |
NET BOOK VALUE |
At 31 December 2021 |
At 31 December 2020 |
Transfer of assets between group companies have been done using gross cost and gross depreciation, rather than using net book value as the cost to the acquirer. This has been done in order to preserve historical information in relation to the properties of the group, in particular previous revaluations. This is considered to be the most appropriate method both from an accounting and tax perspective. |
Cost or valuation at 31 December 2021 is represented by: |
Freehold | Short | Long | Plant & |
property | leasehold | leasehold | machinery |
£ | £ | £ | £ |
Valuation in 2011 | 4,422,834 | - | (309,010 | ) | - |
Valuation in 2014 | (2,115,457 | ) | - | - | - |
Cost | 67,574,438 | 123,025 | 509,010 | 12,189,926 |
69,881,815 | 123,025 | 200,000 | 12,189,926 |
SARIA Limited (Registered number: 00547564) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2021 |
12. | TANGIBLE FIXED ASSETS - continued |
Fixtures | Assets |
and | Motor | under |
fittings | vehicles | construction | Totals |
£ | £ | £ | £ |
Valuation in 2011 | - | - | - | 4,113,824 |
Valuation in 2014 | - | - | - | (2,115,457 | ) |
Cost | 3,512,191 | 7,418,196 | 8,166 | 91,334,952 |
3,512,191 | 7,418,196 | 8,166 | 93,333,319 |
If land and buildings had not been revalued they would have been included at the following historical cost: |
2021 | 2020 |
£ | £ |
Cost | 67,352,639 | 68,280,773 |
Aggregate depreciation | 22,840,801 | 21,339,085 |
Value of land in freehold land and buildings | 14,109,730 | 14,684,880 |
Land and buildings were valued on an existing use value basis on 31 December 2014 by Sanderson Weatherall LLP . |
For a revalued item of property, an entity may elect to use as its deemed cost, its revalued amount on transition to FRS102. The requirement for a triennial valuation is then no longer applicable. The decision was taken to apply this election to the group when transition to FRS102 occurred. |
The Directors have assessed the current carrying values of the properties held by the group and deem these to reasonably reflect the fair value of such properties. |
13. | FIXED ASSET INVESTMENTS |
Shares in | Interest |
group | in joint |
undertakings | venture | Totals |
£ | £ | £ |
COST |
At 1 January 2021 |
and 31 December 2021 | 15,868,631 |
NET BOOK VALUE |
At 31 December 2021 | 15,868,631 |
At 31 December 2020 | 15,868,631 |
SARIA Limited (Registered number: 00547564) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2021 |
13. | FIXED ASSET INVESTMENTS - continued |
The company's investments at the Balance Sheet date in the share capital of companies include the following: |
Subsidiaries |
Registered office: United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
2021 | 2020 |
£ | £ |
Aggregate capital and reserves | ( |
) | ( |
) |
Loss for the year | ( |
) | ( |
) |
Registered office: United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
The company made a distribution in specie of £nil (2020 - £1,000) during the year. |
Registered office: United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
Registered office: United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
2021 | 2020 |
£ | £ |
Aggregate capital and reserves |
Loss for the year | ( |
) | ( |
) |
SARIA Limited (Registered number: 00547564) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2021 |
13. | FIXED ASSET INVESTMENTS - continued |
Registered office: United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
2021 | 2020 |
£ | £ |
Aggregate capital and reserves |
(Loss)/profit for the year | ( |
) |
Registered office: United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
The company made a distribution in specie of £nil (2020 - £1) during the year. |
Registered office: United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
The company paid dividends of £nil (2020 - cash dividends of £768,185 and a distribution in specie of £984,368) during the year. |
Registered office: United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
2021 | 2020 |
£ | £ |
Aggregate capital and reserves | ( |
) | ( |
) |
Loss for the year | ( |
) | ( |
) |
SARIA Limited (Registered number: 00547564) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2021 |
13. | FIXED ASSET INVESTMENTS - continued |
Registered office: United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
2021 | 2020 |
£ | £ |
Aggregate capital and reserves |
Profit for the year |
Registered office: United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
2021 | 2020 |
£ | £ |
Aggregate capital and reserves |
Profit for the year |
Registered office: United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
The company made a distribution in specie of £nil (2020 - £1,000) during the year. |
Registered office: United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
The company paid dividends of £nil (2020 - cash dividends of £30,725, and a distribution in specie of £1) during the year. |
Registered office: United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
The company made distributions in specie of £nil (2020 - £93,296) during the year. |
SARIA Limited (Registered number: 00547564) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2021 |
13. | FIXED ASSET INVESTMENTS - continued |
Registered office: United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
2021 | 2020 |
£ | £ |
Aggregate capital and reserves |
(Loss)/profit for the year | ( |
) |
Joint ventures |
Registered office: United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
2021 | 2020 |
£ | £ |
Aggregate capital and reserves |
Profit for the year |
The company paid dividends of £2,500,000 (2020 - £3,100,000) during the year. |
Registered office: United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
2021 | 2020 |
£ | £ |
Aggregate capital and reserves |
Profit for the year |
The company paid dividends of £1,600,000 (2020 - £2,000,000) during the year. |
Registered office: United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
SARIA Limited (Registered number: 00547564) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2021 |
14. | INVESTMENT PROPERTY |
Total |
£ |
FAIR VALUE |
At 1 January 2021 |
and 31 December 2021 |
NET BOOK VALUE |
At 31 December 2021 |
At 31 December 2020 |
Fair value at 31 December 2021 is represented by: |
£ |
Valuation in 2011 | 367,486 |
Valuation in 2014 | 8,761 |
Valuation in 2019 | 67,900 |
Cost | 305,853 |
750,000 |
If investment properties had not been revalued they would have been included at the following historical cost: |
2021 | 2020 |
£ | £ |
Cost | 305,853 | 305,853 |
Investment properties were valued on an existing use value basis on 31 December 2019 by Sanderson Weatherall LLP . |
15. | STOCKS |
2021 | 2020 |
£ | £ |
Stocks |
16. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2021 | 2020 |
£ | £ |
Trade debtors |
Amounts owed by group undertakings |
Other debtors |
Retention account | 55,442 | 332,978 |
VAT |
Prepayments |
SARIA Limited (Registered number: 00547564) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2021 |
17. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2021 | 2020 |
£ | £ |
Bank loans and overdrafts (see note 19) |
Trade creditors |
Amounts owed to group undertakings |
Social security and other taxes |
VAT | - | 4,140 |
Other creditors |
Accrued expenses |
18. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
2021 | 2020 |
£ | £ |
Amounts owed to group undertakings |
19. | LOANS |
An analysis of the maturity of loans is given below: |
2021 | 2020 |
£ | £ |
Amounts falling due within one year or on demand: |
Bank overdrafts |
20. | LEASING AGREEMENTS |
Minimum lease payments under non-cancellable operating leases fall due as follows: |
2021 | 2020 |
£ | £ |
Within one year |
Between one and five years |
21. | PROVISIONS FOR LIABILITIES |
2021 | 2020 |
£ | £ |
Deferred tax |
Accelerated capital allowances | 379,314 | (88,333 | ) |
Capital Gain - Holdover claim | 1,324,454 | 1,451,073 |
Pension asset | 8,341,750 | 5,927,810 |
Other timing differences | (53,365 | ) | (40,557 | ) |
Tax losses | (313,626 | ) | (328,640 | ) |
9,678,527 | 6,921,353 |
SARIA Limited (Registered number: 00547564) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2021 |
21. | PROVISIONS FOR LIABILITIES - continued |
Deferred |
tax |
£ |
Balance at 1 January 2021 |
Credit to Income Statement during year | ( |
) |
Charge/(credit) through equity | 2,800,797 |
Balance at 31 December 2021 |
Deferred Tax has been provided for at 19% on balances expected to unwind in the next 12 months and at 25% on balances expected to unwind thereafter. The current rate of corporation tax is 19%, however it is legislated to increase to 25% from 1st April 2023. |
22. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2021 | 2020 |
value: | £ | £ |
A Ordinary | £1 | 103,482 | 103,482 |
B Ordinary | £1 | 107,706 | 107,706 |
211,188 | 211,188 |
The A Ordinary and B Ordinary shares rank pari passu in all respects. |
23. | RESERVES |
Retained | Share | Revaluation |
earnings | premium | reserve |
£ | £ | £ |
At 1 January 2021 |
Profit for the year |
Revaluation - Freehold | (288,607 | ) | - | - |
Pension scheme movement | 48,810 | - | - |
Transfer to/from revaluation |
reserve | 190,129 | - | (190,129 | ) |
At 31 December 2021 |
SARIA Limited (Registered number: 00547564) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2021 |
23. | RESERVES - continued |
Capital | Investment |
redemption | revaluation |
reserve | reserve | Totals |
£ | £ | £ |
At 1 January 2021 | 127,702,075 |
Profit for the year |
Revaluation - Freehold | - | - | (288,607 | ) |
Pension scheme movement | - | - | 48,810 |
At 31 December 2021 | 128,218,504 |
24. | EMPLOYEE BENEFIT OBLIGATIONS |
The company pays contributions to two defined benefit arrangements operated by the SARIA Limited group. The payments are made to independent trusts. |
The company is unable to identify its share of the underlying assets and liabilities of the schemes and therefore company pension contributions to the schemes are accounted for as if they were of a defined contribution type. |
The schemes are valued triennially by a qualified independent actuary. The most recent actuarial valuation was to 5 April 2019. |
At the balance sheet date the FRS 102 value of the liabilities was £118,227,000 (2020 - £124,821,000) and the market value of the assets was £151,594,000 (2020 - £156,020,000) giving a net asset of £33,367,000 (2020 - £31,199,000 ). |
The above schemes have been closed to new members. The group has made alternate provision, in the form of a defined contribution scheme, for new employees or those not eligible to join the other schemes. This scheme is also administered on a group basis independently of any group company or director. |
Total contributions payable by the company to the schemes during the year amounted to £815,455 (2020 - £572,923) after recharges to subsidiary companies. There were accrued pension contributions at the balance sheet date of £190,773 (2020 - £193,713). |
The amounts recognised in profit or loss are as follows: |
Defined benefit |
pension plans |
2021 | 2020 |
£ | £ |
Current service cost |
Net interest from net defined benefit asset/liability | (440,000 | ) | (639,000 | ) |
Past service cost |
435,000 | 176,000 |
Actual return on plan assets |
SARIA Limited (Registered number: 00547564) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2021 |
24. | EMPLOYEE BENEFIT OBLIGATIONS - continued |
Changes in the present value of the defined benefit obligation are as follows: |
Defined benefit |
pension plans |
2021 | 2020 |
£ | £ |
Opening defined benefit obligation |
Current service cost |
Contributions by employer | (46,000 | ) | (45,000 | ) |
Interest cost |
Benefits paid | ( |
) | ( |
) |
Experience adjustments | (2,789,000 | ) | 655,000 |
Actuarial (gains)/losses from changes in financial assumptions |
(1,696,000 |
) |
15,369,000 |
Changes in the fair value of scheme assets are as follows: |
Defined benefit |
pension plans |
2021 | 2020 |
£ | £ |
Opening fair value of scheme assets |
Contributions by employer | ( |
) |
Expected return | 2,229,000 | 2,876,000 |
Benefits paid | (4,727,000 | ) | (5,084,000 | ) |
Return on plan assets (excluding interest income) | (1,924,000 | ) | 15,296,000 |
The amounts recognised in other comprehensive income are as follows: |
Defined benefit |
pension plans |
2021 | 2020 |
£ | £ |
Actuarial (gains)/losses from changes in financial assumptions |
1,696,000 |
(15,369,000 |
) |
Return on plan assets (excluding interest income) | (1,924,000 | ) | 15,296,000 |
Experience adjustments | ( |
) |
2,561,000 | (728,000 | ) |
SARIA Limited (Registered number: 00547564) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2021 |
24. | EMPLOYEE BENEFIT OBLIGATIONS - continued |
The major categories of scheme assets as a percentage of total scheme assets are as follows: |
Defined benefit |
pension plans |
2021 | 2020 |
Equities & property | - | 1.73% |
Bonds & gilts | 91.60% | 95.67% |
Other | 8.40% | 2.60% |
100.00% | 100.00% |
Principal actuarial assumptions at the balance sheet date (expressed as weighted averages): |
2021 | 2020 |
Discount rate |
Future salary increases |
Future pension increases |
25. | CAPITAL COMMITMENTS |
2021 | 2020 |
£ | £ |
Contracted but not provided for in the |
financial statements |
26. | RELATED PARTY DISCLOSURES |
APC (GB) Limited |
A company in which Saria Limited has a shareholding |
Sales of products and services of £2,241,570 (2020 - £1,969,367). |
2021 | 2020 |
£ | £ |
Amount due from related party at the balance sheet date | 360,815 | 759,184 |
SPF (United Kingdom) Limited |
A company in which Saria Limited has a shareholding |
Sales of products and services of £365,444 (2020 - £364,395 ). |
2021 | 2020 |
£ | £ |
Amount due from related party at the balance sheet date | 65,473 | 90,703 |
SARIA Limited (Registered number: 00547564) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2021 |
26. | RELATED PARTY DISCLOSURES - continued |
Saria A/S Gmbh & Co. KG |
Intermediate holding company |
Purchases of goods and services of £nil (2020 - £nil) from the company. |
2021 | 2020 |
£ | £ |
Amount due to related party at the balance sheet date | 31,754 | - |
Saria SE & Co. KG |
Intermediate holding company |
All historical loans from this company were transferred in 2015 to SARIA International GmbH, however Saria Limited still has a cash pooling arrangement with the company, on which it either earns or pays interest. Interest amounting to £1,784,490 (2020 - £1,764,972) were incurred during the year. At the year end the balance owing by Saria Ltd on the cash pool was £69,696,396 (2020:£64,069,952). |
2021 | 2020 |
£ | £ |
Amount due to related party at the balance sheet date | 69,843,685 | 64,069,952 |
SARIA International GmbH |
Intermediate holding company |
The company purchased services of £784,497 (2020 - £738,948) and paid interest and similar charges of £346,628 (2020 - £545,882) to SARIA International GmbH. |
The company owed £5,000,000 (2020 - £14,500,000) in loan balances to SARIA International GmbH at the year end. . |
2021 | 2020 |
£ | £ |
Amount due to related party at the balance sheet date | 5,268,891 | 14,812,131 |
SARIA Limited (Registered number: 00547564) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2021 |
26. | RELATED PARTY DISCLOSURES - continued |
Rethmann Group |
Fellow subsidiary and associated companies |
The company made sales of goods and services of £nil, (2020 - £827,299). The sales in the prior year were those of a subsidiary via Saria. The subsidiary now sells directly to the related party. |
The company made purchases in the year of £nil (2020 - £2,310) from other companies within the group. |
2021 | 2020 |
£ | £ |
Amount due to related party at the balance sheet date | 81,981 | 167,680 |
27. | POST BALANCE SHEET EVENTS |
Subsequent to the balance sheet date, the majority of the defined benefit obligation has been secured by buy-in policies and as such this proportion of liabilities is matched by annuities going forward. These bulk purchase annuity agreements with Legal and General were signed on 1 February 2022 by the Trustees of the Prosper De Mulder Group Pension Scheme and Prosper De Mulder Senior Executive Fund. The EFRBs is unaffected by these policies. |
Subsequent to the balance sheet date, Saria Limited have completed on the sale of the land and buildings that they owned at Exeter. |
28. | ULTIMATE CONTROLLING PARTY |
The controlling party is SARIA International GmbH. |
The ultimate controlling party is |
The ultimate controlling entity owned by the Rethmann family is Rethmann SE & Co. KG. |