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Proper Cornish Limited

Annual Report and Financial Statements
Year Ended 31 December 2022

Registration number: 03789756

 

Proper Cornish Limited

Contents

Company Information

1

Strategic Report

2 to 3

Directors' Report

4 to 5

Statement of Directors' Responsibilities

6

Independent Auditor's Report

7 to 10

Profit and Loss Account

11

Balance Sheet

12

Statement of Changes in Equity

13

Statement of Cash Flows

14

Notes to the Financial Statements

15 to 32

 

Proper Cornish Limited

Company Information

Directors

C I Pauling

G S Allen

P Saunders

S Sayer

A E B Vigneron

Company secretary

Y H Hollyoak

Registered office

3 Lucknow Road
Bodmin
Cornwall
PL31 1EZ

Solicitors

Foot Anstey LLP
High Water House
Malpas Road
Truro
Cornwall
TR1 1QH

Auditors

PKF Francis Clark
Statutory Auditors
Lowin House
Tregolls Road
Truro
Cornwall
TR1 2NA

 

Proper Cornish Limited

Strategic Report for the Year Ended 31 December 2022

The directors present their strategic report for the year ended 31 December 2022.

Fair review of the business

The directors are pleased to announce a profit before tax for the year of £2,473,766 (2021 - £2,637,163).

The core operations of the company continue to be the production and sales of pasties, sausage rolls, savoury slices and pies, supplying wholesalers, retailers, food service and private label customers across the UK. The ethos of the company continues to be built around the following core principles;

• Customer first - providing the right solution for your business
• Quality - handmade artisan products made using locally sourced ingredients where possible
• Honest - ingredients, from farm to plate
• Passionate - about food, developing products and consumers love
• Friendly - nationwide sales team and support

As a direct result of the market and general economy recovering from the COVID 19 pandemic, revenue has increased in the year, from £17.850m to £22.928m.

Distribution costs have increased in line with the increase in production and sales. As a percentage of revenue however distribution costs have remained stable at 5.3% (2021 - 5.1%).

Administrative costs have also increased in the year within expectation due increasing energy costs and inflationary increases.

During the year the company formally waived debt due from Furniss of Cornwall Limited (previously Furniss (Proper Cornish) Limited) of £800,000.

Debtor levels have been well managed in the year, with debtor days remaining stable at 66 days (2021 - 70 days).


 

The company's key financial and other performance indicators during the year were as follows:

 

Unit

2022

2021

Revenue

000s

22,928

17,850

Gross profit percentage

%

44

44

EBITDA

000s

3,720

3,071

Cash generated from operations

000s

271

1,066

(Decrease) / increase in cash

000's

(746)

591

Net (debt)

'000s

(589)

19

 

Proper Cornish Limited

Strategic Report for the Year Ended 31 December 2022

Principal risks and uncertainties

In pursuing our strategic priorities to create value for our stakeholders, we experience risk. The Board is responsible for risk management and must ensure that the company maintains the appropriate level of risk to achieve its objectives whilst balancing the competing needs of these stakeholders.

The principal risks identified, separately or in combination, could have a material adverse effect on the implementation of the company strategy, our business, financial performance, shareholder value and returns and reputation. The principal risks identified by the Directors are:

Raw material prices
Raw material price increases have continued to have an impact since the year end. This has been managed through a review of sourcing arrangements and discussions with suppliers for fixed price arrangements.

Market pressures

Competitive pressures within the marketplace have been managed through continued investment in product quality and building strong customer relationships.

Approved by the Board on 16 October 2023 and signed on its behalf by:

.........................................
G S Allen
Director

   
     
 

Proper Cornish Limited

Directors' Report for the Year Ended 31 December 2022

The directors present their report and the financial statements for the year ended 31 December 2022.

Disclosure of information to the auditors

Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditors are unaware.

Financial instruments

Objectives and policies

The company's principal financial instruments comprise of bank balances, loans and hire purchase agreements, trade creditors and factoring of debts. The main purpose of these instruments is to raise funds for the company's operations, and to offer support to its group companies.

Price risk, credit risk, liquidity risk and cash flow risk

In respect of bank borrowings, in the form of factoring, overdraft, bank loans and hire purchase agreements the liquidity risk is managed by ensuring that balances are maintained within the defined limits, and that payments are made in accordance with the terms of the debt. The monthly repayments of the debts are fixed and the Directors are aware of the company's required finance and have budgeted to make repayments when funds are available.

The company is a lessee in respect of the premises from which it operates. The liquidity risk is managed by ensuring that sufficient funds are available to make rent payments when due.

Trade debtors are managed in respect of the credit and cash flow risk by policies concerning the credit offered to customers and the regular monitoring of amounts outstanding for both time and credit limits. Provisions are made for doubtful debts where necessary.

Trade creditors liquidity risk is managed by ensuring amounts due are able to be paid on a timely basis and wherever possible in accordance with the agreed credit terms of the supplier.

In order to mitigate against the operational risk the Directors maintain their awareness of the continual changes in laws and regulations and plan ahead accordingly.

Research and development

The Directors recognise the importance of research and development and are continiually investing in product development. New and improved products stimulate customer interest and drive sales. Our New Product Development team is experienced in the creation, design and delivery of exceptional products to meet often tight customer lead-times.

 

Proper Cornish Limited

Directors' Report for the Year Ended 31 December 2022

Directors of the company

The directors who held office during the year were as follows:

C I Pauling

G S Allen

P Saunders

The following directors were appointed after the year end:

S Sayer (appointed 28 February 2023)

A E B Vigneron (appointed 28 February 2023)

Approved by the Board on 16 October 2023 and signed on its behalf by:

.........................................
G S Allen
Director

   
     

 

Proper Cornish Limited

Statement of Directors' Responsibilities

The directors acknowledge their responsibilities for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have 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 apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

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

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.

 

Proper Cornish Limited

Independent Auditor's Report to the Members of Proper Cornish Limited

Opinion

We have audited the financial statements of Proper Cornish Limited (the 'company') for the year ended 31 December 2022, which comprise the Profit and Loss Account, Balance Sheet, Statement of Changes in Equity, Statement of Cash Flows, and 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 2022 and of its profit for the year then ended;

have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor 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 director's 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 original financial statements were 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 included in the annual report, other than the financial statements and our auditor’s report 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 there is a material misstatement in the financial statements or a material misstatement of the other information. 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.

 

Proper Cornish Limited

Independent Auditor's Report to the Members of Proper Cornish Limited

Opinion on other matter 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of our 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 and the Directors' Report.

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 6, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

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

Auditor Responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. 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:

 

Proper Cornish Limited

Independent Auditor's Report to the Members of Proper Cornish Limited

As part of our audit planning we obtained an understanding of the legal and regularity framework that is applicable to the company and the industry/sector in which it operates to identify the key laws and regulations affecting the company. As part of our assessment process we discussed with management the laws and regulations applicable to the company, reviewed certification identified on the company website and other communications and considered findings from previous audits.

The key laws and regulations we identified were Food Hygiene (England) Regulations, BRC Global Standard for Food Safety, Health & Safety at Work and General Data Protection Regulations (GDPR).
We also considered those laws and regulations that have a direct impact on the preparation of the financial statements, primarily Companies Act 2006, Corporation Taxes Act 2009 & 2020 and the Capital Allowances Act 2001.

We discussed with management how the compliance with these laws and regulations is monitored and discussed policies and procedures in place.

We also identified the individuals who have responsibility for ensuring that the company complies with laws and regulations and deal with any reporting issues if they arise.

As part of our audit planning procedures, we assessed the risk of any non-compliance with laws and regulations on the company's ability to continue trading and the risk of material misstatement to the financial statements.

Our procedures involved the following:
- Enquiries of management regarding their knowledge of any non-compliance with laws and regulations that could affect the financial statements.
- Reviewed legal and professional costs to identify any possible non-compliance or legal costs in respect of non-compliance.
- Examined regulatory reports (both internal and external) in relation to the key laws and regulations where such reports had been made during or after the period.
- Reviewed the company's GDPR policy and made enquiries of the Data Protection Officer in respect of any breached in the year.

As part of our enquiries we discussed with management whether there have been any known instances, allegations or suspicions of fraud, of which management confirmed there had been none during or after the year.

We also evaluated the risk of fraud through management override including that arising from management's incentives. The key risks identified were incentives relating to the securing of funding facilities. We determined that the principal risks were related to revenue recognition, management override of controls and stock valuation and existence.

In response to the identified risks, as part of our audit work we:
- Reviewed journal entries throughout the year for appropriateness.
- Reviewed estimates and judgements made in the accounts for any indication of bias and challenged assumptions used by management in making the estimates.
- Undertook specific cut-off procedures in respect of revenue recognition.
- Undertook year end stock counting procedures.

 

Proper Cornish Limited

Independent Auditor's Report to the Members of Proper Cornish Limited

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements. This risk increases the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements as we are less likely to become aware of instances of non-compliance. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment, collusion, omission or misrepresentation.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

Use of our report

This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

......................................
Thomas Roach BSc FCA (Senior Statutory Auditor)
PKF Francis Clark, Statutory Auditor

Lowin House
Tregolls Road
Truro
Cornwall
TR1 2NA

21 September 2023

 

Proper Cornish Limited

Profit and Loss Account

Year Ended 31 December 2022

Note

2022
 £

2021
 £

Turnover

3

22,927,686

17,849,641

Cost of sales

 

(12,953,892)

(9,908,160)

Gross profit

 

9,973,794

7,941,481

Distribution costs

 

(1,221,913)

(918,638)

Administrative expenses

 

(5,441,331)

(4,756,944)

Other operating income

4

-

408,724

Operating profit

5

3,310,550

2,674,623

Exceptional items

6

(800,000)

-

Interest payable and similar charges

10

(36,784)

(37,460)

Profit before tax

 

2,473,766

2,637,163

Taxation

11

(456,269)

(585,469)

Profit for the financial year

 

2,017,497

2,051,694

The above results were derived from continuing operations.

 

Proper Cornish Limited

Balance Sheet

31 December 2022

Note

2022
£

2021
£

Fixed assets

 

Tangible assets

12

3,228,264

2,788,553

Investments

13

1

1

 

3,228,265

2,788,554

Current assets

 

Stocks

14

1,580,876

986,871

Debtors

15

5,892,306

4,350,208

Cash at bank and in hand

16

358,271

1,104,552

 

7,831,453

6,441,631

Creditors: Amounts falling due within one year

17

(3,339,417)

(3,426,822)

Net current assets

 

4,492,036

3,014,809

Total assets less current liabilities

 

7,720,301

5,803,363

Creditors: Amounts falling due after more than one year

17

(32,837)

(126,939)

Provisions for liabilities

21

(350,640)

(357,097)

Net assets

 

7,336,824

5,319,327

Capital and reserves

 

Called up share capital

24

12,800

12,800

Capital redemption reserve

23

2,200

2,200

Profit and loss account

23

7,321,824

5,304,327

Total equity

 

7,336,824

5,319,327

Approved and authorised by the Board on 16 October 2023 and signed on its behalf by:
 

.........................................
C I Pauling
Director

Company Registration Number: 03789756

 

Proper Cornish Limited

Statement of Changes in Equity

Year Ended 31 December 2022

Share capital
£

Capital redemption reserve
£

Profit and loss account
£

Total
£

At 1 January 2022

12,800

2,200

5,304,327

5,319,327

Profit for the year

-

-

2,017,497

2,017,497

Total comprehensive income

-

-

2,017,497

2,017,497

At 31 December 2022

12,800

2,200

7,321,824

7,336,824

Share capital
£

Capital redemption reserve
£

Profit and loss account
£

Total
£

At 1 January 2021

12,800

2,200

4,607,633

4,622,633

Profit for the year

-

-

2,051,694

2,051,694

Total comprehensive income

-

-

2,051,694

2,051,694

Dividends

-

-

(1,355,000)

(1,355,000)

At 31 December 2021

12,800

2,200

5,304,327

5,319,327

 

Proper Cornish Limited

Statement of Cash Flows

Year Ended 31 December 2022

Note

2022
 £

2021
 £

Cash flows from operating activities

Profit for the year

 

2,017,497

2,051,694

Adjustments to cash flows from non-cash items

 

Depreciation and amortisation

5

406,164

396,083

Loss on disposal of tangible assets

6

3,522

614

Finance costs

10

36,784

37,460

Corporation tax

11

456,269

585,469

 

2,920,236

3,071,320

Working capital adjustments

 

(Increase)/decrease in stocks

14

(594,005)

155,815

Increase in trade debtors

15

(1,542,098)

(1,051,444)

Increase in trade creditors

17

17,293

430,111

Cash generated from operations

 

801,426

2,605,802

Corporation tax paid

11

(530,578)

(184,352)

Net cash flow from operating activities

 

270,848

2,421,450

Cash flows from investing activities

 

Acquisitions of tangible assets

(853,897)

(149,223)

Proceeds from sale of tangible assets

 

11,543

4,400

Net cash flows from investing activities

 

(842,354)

(144,823)

Cash flows from financing activities

 

Interest paid

 

(36,784)

(37,115)

Repayment of other borrowing

 

(12,639)

(133,452)

Payments to finance lease creditors

 

(125,352)

(159,702)

Dividends paid

-

(1,355,000)

Net cash flows from financing activities

 

(174,775)

(1,685,269)

Net (decrease)/increase in cash and cash equivalents

 

(746,281)

591,358

Cash and cash equivalents at 1 January

 

1,104,552

513,194

Cash and cash equivalents at 31 December

16

358,271

1,104,552

 

Proper Cornish Limited

Notes to the Financial Statements

Year Ended 31 December 2022

1

General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
3 Lucknow Road
Bodmin
Cornwall
PL31 1EZ

These financial statements were authorised for issue by the Board on 16 October 2023.

The principal place of business for Proper Cornish Limited is as detailed above.

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

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

Statement of compliance

The financial statements have been prepared in accordance with FRS102 - the Financial Reporting Standard applicable in the UK and Republic of Ireland.

Basis of preparation

These financial statements have been prepared using the historical cost convention.

The preparation of financial statements in compliance with FRS102 requires the use of certain critical accounting estimates, and requires management to exercise judgement in applying the company's accounting policies. Further commentary is provided later in this note.

The functional currency of the company is considered to be pounds sterling because this is the currency of the primary economic environment in which the company operates.

Monetary accounts in these financial statements are rounded to the nearest pound.

Group accounts not prepared

The company has taken advantage of the exemption under Section 399 of the Companies Act 2006 from the requirement to prepare consolidated financial statements as its sole subsidiary at the balance sheet date was dormant for the entirety of the year.

 

Proper Cornish Limited

Notes to the Financial Statements

Year Ended 31 December 2022

Going concern

Management have assessed a number of factors in respect of the appropriateness of the going concern assertion Whilst recognising that there can be no certainty the directors are satisfied that the going concern basis of preparation remains appropriate. In reaching this conclusion the directors, having made all necessary enquires, have considered the following matters:

- Within net debt is loan finance secured on trade debtors under invoice discounting facilities of £824,677 (2021 - £837,316).

- The company continues to achieve success in securing additional business. Detailed forecasts have been produced by management which suggest increases in profitability, and support the ability of the company to meet its obligations as and when they fall due.

In conclusion, taking account of the above matters the Directors continue to deem the going concern basis to be appropriate and have therefore prepared the financial statements on this basis.

Revenue recognition

Turnover represents amounts chargeable, net of value added tax, in respect of the sale of goods and services to customers.

Sales are recognised at the point at which the company has fulfilled its contractual obligations and the risks and rewards of ownership attaching to the goods have been transferred to the customer.

Government grants

Government grants are recognised when it is reasonable to expect that the grants will be received and that all related conditions will be met, usually on submission of a valid claim for payment.

Government grants are classified as either capital grant or revenue grant on initial recognition.

Capital grants, which include ERDF grant funding received by the company, are recognised with reference to the accrual basis, Such grants are credited to profit and loss and disclosed as other operating income on a systematic basis, being with reference to the creation of jobs.

Grants of a revenue nature are credited to income so as to match them with expenditure to which they relate.

Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing on the initial transaction dates.

Non-monetary items measured in terms of historical cost in foreign currency are not retranslated.

 

Proper Cornish Limited

Notes to the Financial Statements

Year Ended 31 December 2022

Tax

The tax expense for the period comprises current and deferred tax.

Current or deferred tax liabilities are not discounted.

The current corporation tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date.

Deferred income tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements and on unused tax losses or tax credits in the Company.

Deferred tax is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date and are expected to apply to the reversal of the timing differences.

Tangible assets

Tangible assets are stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Short / long leasehold buildings

Straight line over the life of the lease

Plant and machinery

15% per annum reducing balance method or 10 years straight line

Fixtures and fittings

33% or 20% per annum reducing balance or 20% per annum straight line

Motor vehicles

25% per annum reducing balance

Investments

Investments in subsidiaries of equity shares are measured at cost and reviewed for impairment.

Dividends on equity securities are recognised in income when receivable.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first-in, first-out (FIFO) method.

The cost of finished goods and work in progress comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition. At each reporting date, stocks are assessed for impairment. If stocks are impaired, the carrying amount is reduced to its selling price less costs to complete and sell; the impairment loss is recognised immediately in profit or loss.

 

Proper Cornish Limited

Notes to the Financial Statements

Year Ended 31 December 2022

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.

Lease payments are apportioned between finance costs in the Profit and Loss Account and reduction of the lease obligation so as to achieve a constant periodic rate of interest on the remaining balance of the liability.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the Company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due.

Financial instruments

Classification
The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Issues' of FRS102 to all of its financial instruments.

 Recognition and measurement
The company has chosen to apply the recognition and measurement principles in FRS102.

Financial instruments are recognised when the company becomes party to the contractual provisions of the instrument and derecognised when in the case of assets, the contractual rights to cash flows from the assets expire or substantially all the risks and rewards of ownership are transferred to another party, or in the case of liabilities, when the company’s obligations are discharged, expire or are cancelled.

Except for bank loans, such instruments are initially measured at transaction price, including transaction costs, and are subsequently carried at the undiscounted amount of the cash or other consideration expected to be paid or received, after taking account of impairment adjustments.

Bank loans are initially measured at transaction price, including transaction costs, and are subsequently carried at amortised cost using the effective interest method.

 Impairment
Financial assets are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected.

 

Proper Cornish Limited

Notes to the Financial Statements

Year Ended 31 December 2022

Critical judgements and estimation uncertainty

In applying the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

 

Proper Cornish Limited

Notes to the Financial Statements

Year Ended 31 December 2022

3

Revenue

The analysis of the company's revenue for the year from continuing operations is as follows:

2022
 £

2021
 £

Sale of goods

22,927,686

17,849,641

The analysis of the company's Turnover for the year by market is as follows:

2022
£

2021
£

UK

22,927,686

17,849,641

4

Other operating income

The analysis of the company's other operating income for the year is as follows:

2022
£

2021
£

Government grants

-

408,724

Government grant income includes £nil (2021 - £408,724) in respect of the Coronavirus Job Retention Scheme.

5

Operating profit

Arrived at after charging/(crediting)

2022
£

2021
£

Depreciation expense

406,164

396,083

Operating lease expense - property

289,062

298,861

Operating lease expense - plant and machinery

25,966

24,243

Operating lease expense - other

49,892

56,526

Loss on disposal of property, plant and equipment

3,522

614

 

Proper Cornish Limited

Notes to the Financial Statements

Year Ended 31 December 2022

6

Exceptional items

The analysis of the items classified by the company as exceptional in nature in the year is as follows:

2022
£

2021
£

Exceptional waiver of loan

(800,000)

-

The results of the company for the year have been impacted by the following matters which have been classified as exceptional in nature:

• During the year the company took the decision to release Furniss of Cornwall Limited (previously Furniss (Proper Cornish) Limited) from £800,000 of its debt due to the company. This was recognised as a charge to the profit and loss account.

7

Staff costs

The aggregate payroll costs (including directors' remuneration) were as follows:

2022
£

2021
£

Wages and salaries

5,467,574

4,775,099

Social security costs

505,653

427,141

Pension costs, defined contribution scheme

310,950

130,992

6,284,177

5,333,232

The average number of persons employed by the company (including directors) during the year, analysed by category was as follows:

2022
No.

2021
No.

Production

138

114

Administration and support

65

73

Distribution

9

9

212

196

8

Directors' remuneration

The directors' remuneration for the year was as follows:

2022
£

2021
£

Remuneration

301,012

370,221

Contributions paid to money purchase schemes

169,571

9,606

470,583

379,827

 

Proper Cornish Limited

Notes to the Financial Statements

Year Ended 31 December 2022

During the year the number of directors who were receiving benefits and share incentives was as follows:

2022
No.

2021
No.

Accruing benefits under money purchase pension scheme

3

4

In respect of the highest paid director:

2022
£

2021
£

Remuneration

104,169

107,513

Company contributions to money purchase pension schemes

164,150

3,039

9

Auditor's remuneration

2022
£

2021
£

Audit of the financial statements

15,647

13,001


 

10

Interest payable and similar expenses

2022
£

2021
£

Interest on bank overdrafts and borrowings

20

680

Interest on obligations under finance leases and hire purchase contracts

21,951

29,445

Other finance costs

14,813

7,335

36,784

37,460

 

Proper Cornish Limited

Notes to the Financial Statements

Year Ended 31 December 2022

11

Taxation

Tax charged/(credited) in the profit and loss account

2022
£

2021
£

Current taxation

UK corporation tax

462,726

514,785

Deferred taxation

Arising from origination and reversal of timing differences

(6,457)

(19,762)

Arising from changes in tax rates and laws

-

90,446

Total deferred taxation

(6,457)

70,684

Tax expense in the income statement

456,269

585,469

The tax on profit before tax for the year is lower than the standard rate of corporation tax in the UK (2021 - higher than the standard rate of corporation tax in the UK) of 19% (2021 - 19%).

The differences are reconciled below:

2022
£

2021
£

Profit before tax

2,473,766

2,637,163

Corporation tax at standard rate

470,016

501,061

Effect of expense not deductible in determining taxable profit (tax loss)

390

3,382

Deferred tax credit relating to changes in tax rates or laws

(1,550)

-

Tax decrease from effect of capital allowances and depreciation

(12,587)

(4,678)

Other tax effects for reconciliation between accounting profit and tax expense (income)

-

85,704

Total tax charge

456,269

585,469

 

Proper Cornish Limited

Notes to the Financial Statements

Year Ended 31 December 2022

Deferred tax

Deferred tax assets and liabilities

2022

Liability
£

Capital allowances in excess of depreciation

358,784

Pension costs deductible when paid

(8,144)

350,640

2021

Liability
£

Capital allowances in excess of depreciation

364,281

Pension costs deductible when paid

(7,184)

357,097

 

Proper Cornish Limited

Notes to the Financial Statements

Year Ended 31 December 2022

12

Tangible assets

Land and buildings
£

Fixtures and fittings
 £

Motor vehicles
 £

Plant and machinery
 £

Total
£

Cost or valuation

At 1 January 2022

1,041,669

505,644

222,605

6,688,849

8,458,767

Additions

10,478

39,910

85,972

717,537

853,897

Disposals

(148,539)

-

(42,350)

(1,116,177)

(1,307,066)

At 31 December 2022

903,608

545,554

266,227

6,290,209

8,005,598

Depreciation

At 1 January 2022

267,700

462,696

179,668

4,760,150

5,670,214

Charge for the year

44,029

24,792

28,475

308,868

406,164

Eliminated on disposal

(148,539)

-

(34,328)

(1,116,177)

(1,299,044)

At 31 December 2022

163,190

487,488

173,815

3,952,841

4,777,334

Carrying amount

At 31 December 2022

740,418

58,066

92,412

2,337,368

3,228,264

At 31 December 2021

773,969

42,948

42,937

1,928,699

2,788,553

Included in land and buildings above is:

• Short leasehold land and buildings of £nil (2021 - £nil)
• Long leasehold land and buildings of £740,418 (2021 - £773,969)

Assets held under finance leases and hire purchase contracts

The net carrying amount of tangible assets includes the following amounts in respect of assets held under finance leases and hire purchase contracts:

2022

2021

£

£

Plant and machinery

180,400

188,097

Motor Vehicles

7,092

9,399

187,492

197,496

 

Proper Cornish Limited

Notes to the Financial Statements

Year Ended 31 December 2022

13

Investments in subsidiaries, joint ventures and associates

2022
£

2021
£

Investments in subsidiaries

1

1

Details of undertakings

Details of the investments in which the company holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking

Holding

Proportion of voting rights and shares held

     

2022

2021

Subsidiary undertakings

Proper Cornish Retail Limited

Ordinary shares

100%

100%

 

     

The registered office of the above named company, which is incorporated and registered in England and Wales, is 3 Lucknow Road, Bodmin, Cornwall, PL31 1EZ.

Proper Cornish Retail Limited is a dormant company.

 

Proper Cornish Limited

Notes to the Financial Statements

Year Ended 31 December 2022

14

Stocks

2022
 £

2021
 £

Raw materials and consumables

895,949

521,234

Finished goods

684,927

465,637

1,580,876

986,871

15

Debtors

2022
 £

2021
 £

Trade debtors

4,135,596

3,589,395

Amounts due from group undertakings

229

-

Other debtors

1,572,449

560,314

Prepayments

184,032

200,499

5,892,306

4,350,208

Invoice discounted debtors total £824,677 (2021 - £837,315).

Trade debtors are stated after provisions for impairment of £nil (2021 - £nil). The total impairment loss on debtors recognised in the current year is £nil (2021 - £nil).

16

Cash and cash equivalents

2022
£

2021
£

Cash on hand

1,808

595

Cash at bank

356,463

1,103,957

358,271

1,104,552

 

Proper Cornish Limited

Notes to the Financial Statements

Year Ended 31 December 2022

17

Creditors

Note

2022
£

2021
£

Due within one year

 

Loans and borrowings

18

914,315

958,204

Trade creditors

 

1,407,932

1,385,548

Corporation tax

 

461,749

522,558

Social security and other taxes

 

131,820

132,671

Outstanding defined contribution pension costs

 

32,577

28,735

Other creditors

 

68,004

84,495

Accrued expenses

 

323,020

314,611

 

3,339,417

3,426,822

Due after one year

 

Loans and borrowings

18

32,837

126,939

18

Loans and borrowings

2022
£

2021
£

Current loans and borrowings

Finance lease liabilities

89,638

120,888

Other borrowings

824,677

837,316

914,315

958,204

2022
£

2021
£

Non-current loans and borrowings

Finance lease liabilities

32,837

126,939

 

Proper Cornish Limited

Notes to the Financial Statements

Year Ended 31 December 2022

Bank borrowings

The company has borrowings with the bank which at the balance sheet date comprised of amounts due under an invoice discounting facility. This balance is disclosed within 'other loans' in the financial statements.

The invoiced factoring debt, which is disclosed within other borrowings in the note, are secured against the trade debtors balance, as well as there being fixed and floating charges over the company assets.

Other borrowings

The amounts shown as due under finance lease arrangements are secured against the assets to which they relate.

The amount included in other loans pertaining to the invoice discounting balance is secured against trade debtors, with the value separately disclosed in note 17 to the financial statements.
 

19

Obligations under leases and hire purchase contracts

Finance leases

The total of future minimum lease payments is as follows:

2022
£

2021
£

Not later than one year

89,638

120,888

Later than one year and not later than five years

32,837

126,939

122,475

247,827

Finance lease loans disclosed above are secured against the assets to which they relate.

Operating leases

The total of future minimum lease payments is as follows:

2022
£

2021
£

Not later than one year

239,553

267,321

Later than one year and not later than five years

833,147

851,394

Later than five years

2,200,000

2,400,000

3,272,700

3,518,715

The amount of non-cancellable operating lease payments recognised as an expense during the year was £267,321 (2021 - £260,959).

 

Proper Cornish Limited

Notes to the Financial Statements

Year Ended 31 December 2022

20

Reconciliation of net debt

At 1 January 2022

Cash flow

Other non cash changes

At 31 December 2022

£

£

£

£

Cash at bank and on hand

1,104,552

(746,281)

-

358,271

Bank overdrafts

-

-

-

-

Cash and cash equivalents

1,104,552

(746,281)

-

358,271

Finance leases

(247,827)

125,352

-

(122,475)

Other loans

(837,316)

12,639

-

(824,677)

Net debt

19,409

(608,290)

-

(588,881)

21

Provisions for liabilities

Deferred tax
£

Total
£

At 1 January 2022

357,097

357,097

Increase (decrease) in existing provisions

(6,457)

(6,457)

At 31 December 2022

350,640

350,640

22

Pension and other schemes

Defined contribution pension scheme

The company operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the company to the scheme and amounted to £310,950 (2021 - £130,992).

Contributions totalling £32,577 (2021 - £28,735) were payable to the scheme at the end of the year and are included in creditors.

23

Reserves

The company has the following reserves as shown on the balance sheet:

Share capital

This reserve records the nominal value of shares issued.

Capital redemption reserve

This reserve records the nominal value of shares that have been bought back by the company.

Profit and loss account

This reserve records the cumulative profits and losses made by the company.

 

Proper Cornish Limited

Notes to the Financial Statements

Year Ended 31 December 2022

24

Share capital

Allotted, called up and fully paid shares

 

2022

2021

 

No.

£

No.

£

Ordinary shares of £1 each

12,800

12,800

12,800

12,800

         

25

Commitments

Capital commitments

The total amount contracted for but not provided in the financial statements was £778,981 (2021 - £Nil).

26

Related party transactions

Disclosure of key management
In the opinion of the Directors the only individuals meeting the definition of key management are the Directors.

Details of Directors emoluments are disclosed within an earlier note to the accounts.
 


G S Allen
G S Allen is a related party by virtue of his directorship and shareholding in the company.

During the year G S Allen has had a loan due to the company, which is interest free, unsecured and repayable on demand. In the year G S Allen withdrew from the company £30,177 (2021 - £13,282)

At the balance sheet date G S Allen owed the company £106,981 (2021 - £76,804)
 


C I Pauling
C I Pauling is a related party by virtue of his directorship and shareholding in the company.

During the year C I Pauling has had a loan due to the company, which is interest free, unsecured and repayable on demand. In the year C I Pauling withdrew from the company £15,082 (2021 - £13,634).

At the balance sheet date C I Pauling owed the company £126,647 (2021 - £111,565).
 

 

Proper Cornish Limited

Notes to the Financial Statements

Year Ended 31 December 2022

27

Non adjusting events after the financial period

On 28 February 2023, Boncolac, a company incorporated in France acquired 100% of the shareholding of Proper Cornish Limited's immediate parent company, Proper Cornish Holdings Limited.

28

Parent and ultimate parent undertaking

The company's immediate parent is Proper Cornish Holdings Limited, incorporated in England & Wales.
 

Last year, 100% of the shareholding of the company was acquired by Proper Cornish Holdings Limited. The first set of consolidated accounts will be drawn up for the period 21 October 2021 to 31 December 2022.

The published consolidated accounts will be available from:
Proper Cornish Holdings Limited
3 Lucknow Road
Bodmin
Cornwall
PL31 1EZ
 

The ultimate parent is Boncolac, incorporated in France.
These financial statements are available upon request from
Boncolac
183 Avenue Des Etats Unis
31200 Toulouse Cedex
Toulouse
France