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Company No: 01277813 (England and Wales)

MANCHESTER RUSK COMPANY LIMITED

Annual Report and Unaudited Financial Statements
For the financial year ended 31 January 2023
Pages for filing with the registrar

MANCHESTER RUSK COMPANY LIMITED

Annual Report and Unaudited Financial Statements

For the financial year ended 31 January 2023

Contents

MANCHESTER RUSK COMPANY LIMITED

DIRECTORS' REPORT

For the financial year ended 31 January 2023
MANCHESTER RUSK COMPANY LIMITED

DIRECTORS' REPORT (continued)

For the financial year ended 31 January 2023

The directors present their annual report and the unaudited financial statements of the Company for the financial year ended 31 January 2023.

GOING CONCERN

At the Balance Sheet date the company had a net asset position and meets its working capital requirements with the facilities available.

The company's forecasts and projections, taking account of possible changes in trading performance, show that the company can operate within the level of its current facilities.

At the date of signing these accounts, after making enquiries, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for a period of at least 12 months from the date of signing these accounts. The company therefore continues to adopt the going concern basis in preparing its financial statements.

DIRECTORS' RESPONSIBILITIES STATEMENT

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that financial 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; 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. The directors 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.

BUSINESS REVIEW

Despite the challenges posed by Brexit, Covid and the Ukraine/Russia conflict in recent years, the business has displayed remarkable resilience, delivered significant growth and returned to profitability in the year ended January 2023.

Turnover increased by 16% to £11.3m (2022 - £9.7m) and EBITDA bounced back to a profit. The improvement can be attributed to the successful implementation of various strategic initiatives as part of our ‘Game-changing Dinners’ 5-year plan. In addition to boosting revenue growth and streamlining our operations, we have successfully transitioned to a more agile, sustainable and profitable business model.

With a unique, resilient omni-channel approach and a strong network of manufacturing partners, we have a proven track record in bringing brands to market through both our own brands and brand licencing. We will continue to deliver growth through innovation, channel expansion and the launch of new brands onto both shelves and menus.

One of the attributes that allows us to remain agile, competitive & credible in the market is our own capabilities & expertise as a food manufacturer and we’re very proud of our BRC AA grade factory. From this we can produce great quality wet and dry flavours in both bulk and retail-ready formats that we supply across the food industry. Our site in Manchester is committed to minimising our environmental footprint through innovative solutions on packaging and energy, some of which are industry-firsts.

We are delighted to report that the company has gone from strength to strength post year end, winning new business and delivering further growth. We have continued to strengthen our foundations by investing in our brands, partners, assets and talented workforce. We are thrilled with the progress we’ve made in reshaping our business and look forward to sustaining this growth in the future.

Whilst markets shift and tastes change, one thing remains certain: people need to eat and our agile, resilient omni-channel business model is built to ensure that the flavour-packed brands we create, partner with & fuel are on shelf or on menu wherever & whenever they decide to eat.

DIRECTORS

The directors, who served during the financial year and to the date of this report except as noted, were as follows:

B Cooper (Appointed 06 September 2023)
C A Dixon (Appointed 06 September 2023)
D Dixon
G M Dixon
R Dixon (Resigned 06 September 2023)
S M Dixon
V M Dixon
A J Salisbury (Resigned 25 February 2022)

This Directors' Report has been prepared in accordance with the provisions applicable to companies entitled to the small companies' exemption provided by section 415A of the Companies Act 2006.



Approved by the Board of Directors and signed on its behalf by:

G M Dixon
Director

26 October 2023

MANCHESTER RUSK COMPANY LIMITED

BALANCE SHEET

As at 31 January 2023
MANCHESTER RUSK COMPANY LIMITED

BALANCE SHEET (continued)

As at 31 January 2023
Note 2023 2022
£ £
Fixed assets
Tangible assets 3 536,993 705,494
536,993 705,494
Current assets
Stocks 1,262,222 984,596
Debtors 4 1,452,386 1,411,241
Cash at bank and in hand 261,226 446,662
2,975,834 2,842,499
Creditors: amounts falling due within one year 5 ( 2,416,787) ( 2,435,477)
Net current assets 559,047 407,022
Total assets less current liabilities 1,096,040 1,112,516
Creditors: amounts falling due after more than one year 6 ( 530,456) ( 591,762)
Net assets 565,584 520,754
Capital and reserves
Called-up share capital 7 7,504 7,504
Capital redemption reserve 7,500 7,500
Profit and loss account 550,580 505,750
Total shareholders' funds 565,584 520,754

For the financial year ending 31 January 2023 the Company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

The financial statements of Manchester Rusk Company Limited (registered number: 01277813) were approved and authorised for issue by the Director on 26 October 2023. They were signed on its behalf by:

G M Dixon
Director
MANCHESTER RUSK COMPANY LIMITED

NOTES TO THE FINANCIAL STATEMENTS

For the financial year ended 31 January 2023
MANCHESTER RUSK COMPANY LIMITED

NOTES TO THE FINANCIAL STATEMENTS

For the financial year ended 31 January 2023
1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.

General information and basis of accounting

Manchester Rusk Company Limited (the Company) is a private company, limited by shares, incorporated in the United Kingdom and is registered in England and Wales. The address of the Company's registered office is Flava House, Beta Court, Harper Road, Sharston, Manchester, M22 4XR, United Kingdom.

The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with Section 1A of Financial Reporting Standard 102 (FRS 102) ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ issued by the Financial Reporting Council and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime.

The financial statements are presented in pounds sterling which is the functional currency of the company and rounded to the nearest £.

Going concern

At the Balance Sheet date the company had a net asset position and meets its working capital requirements with the facilities available.

The company's forecasts and projections, taking account of possible changes in trading performance, show that the company can operate within the level of its current facilities.

At the date of signing these accounts, after making enquiries, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for a period of at least 12 months from the date of signing these accounts. The company therefore continues to adopt the going concern basis in preparing its financial statements.

Foreign currency

Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the Balance Sheet date are reported at the rates of exchange prevailing at that date.

Exchange differences are recognised in the Statement of Income and Retained Earnings in the period in which they arise except for exchange differences arising on gains or losses on non-monetary items which are recognised in the Statement of Comprehensive Income.

Turnover

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

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

Employee benefits

Defined contribution schemes
The Company operates a defined contribution scheme. The amount charged to the Statement of Income and Retained Earnings in respect of pension costs and other post-retirement benefits is the contributions payable in the financial year. Differences between contributions payable in the financial year and contributions actually paid are included as either accruals or prepayments in the Balance Sheet.

Taxation

Current tax
Current tax is provided at amounts expected to be paid (or recoverable) using the tax rates and laws that have been enacted or substantively enacted at the Balance Sheet date.

Deferred tax
Deferred tax arises as a result of including items of income and expenditure in taxation computations in periods different from those in which they are included in the Company's financial statements. Deferred tax is provided in full on timing differences which result in an obligation to pay more or less tax at a future date, at the average tax rates that are expected to apply when the timing differences reverse, based on current tax rates and laws. Deferred tax assets and liabilities are not discounted.

The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

Tangible fixed assets

Tangible fixed assets are stated at cost or valuation, net of depreciation and any provision for impairment. Depreciation is provided on all tangible fixed assets, other than investment property and freehold land, at rates calculated to write off the cost or valuation, less estimated residual value, of each asset on a straight-line or reducing balance basis over its expected useful life, as follows:

Plant and machinery 25 % reducing balance
Vehicles 25 % reducing balance
Computer equipment 3 years straight line

Residual value represents the estimated amount which would currently be obtained from disposal of an asset, after deducting estimated costs of disposal, if the asset were already of the age and in the condition expected at the end of its useful life.

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

Leases

The Company as lessee
Assets held under finance leases, hire purchase contracts and other similar arrangements, which confer rights and obligations similar to those attached to owned assets, are capitalised as tangible fixed assets at the fair value of the leased asset (or, if lower, the present value of the minimum lease payments as determined at the inception of the lease) and are depreciated over the shorter of the lease terms and their useful lives. The capital elements of future lease obligations are recorded as liabilities, while the interest elements are charged to the Statement of Income and Retained Earnings over the period of the leases to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such a basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the lease term.

Impairment of assets

Assets, other than those measured at fair value, are assessed for indicators of impairment at each Balance Sheet date. If there is objective evidence of impairment, an impairment loss is recognised in the Statement of Income and Retained Earnings as described below.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to sell, which is equivalent to the net realisable value. Cost includes materials, direct labour and an attributable proportion of manufacturing overheads based on normal levels of activity. Cost is calculated using the FIFO (first-in, first-out) method. Provision is made for obsolete, slow-moving or defective items where appropriate.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

Trade and other debtors

Trade and other debtors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest method less impairment losses for bad and doubtful debts, except where the effect of discounting would be immaterial. In such cases the receivables are stated at cost less impairment losses for bad and doubtful debts.

Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in creditors: amounts falling due within one year.

Trade and other creditors

Trade and other creditors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest rate method, unless the effect of discounting would be immaterial, in which case they are stated at cost.

Financial instruments

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

Ordinary share capital

The ordinary share capital of the Company is presented as equity.

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders.

2. Employees

2023 2022
Number Number
Monthly average number of persons employed by the Company during the year, including directors 78 75

3. Tangible assets

Plant and machinery Vehicles Computer equipment Total
£ £ £ £
Cost
At 01 February 2022 3,297,473 502,888 493,254 4,293,615
Additions 51,471 0 1,419 52,890
Disposals 0 ( 68,170) 0 ( 68,170)
At 31 January 2023 3,348,944 434,718 494,673 4,278,335
Accumulated depreciation
At 01 February 2022 2,805,148 314,010 468,963 3,588,121
Charge for the financial year 128,177 42,535 18,926 189,638
Disposals 0 ( 36,417) 0 ( 36,417)
At 31 January 2023 2,933,325 320,128 487,889 3,741,342
Net book value
At 31 January 2023 415,619 114,590 6,784 536,993
At 31 January 2022 492,325 188,878 24,291 705,494
Leased assets included above:
Net book value
At 31 January 2023 137,139 103,018 0 240,157
At 31 January 2022 23,441 97,358 0 120,799

4. Debtors

2023 2022
£ £
Trade debtors 1,294,108 1,113,232
Prepayments 103,531 113,317
Corporation tax 0 110,338
Other debtors 54,747 74,354
1,452,386 1,411,241

5. Creditors: amounts falling due within one year

2023 2022
£ £
Bank loans 150,000 150,000
Trade creditors 1,011,697 1,072,785
Other loans 862,065 798,812
Accruals 145,498 267,499
Other taxation and social security 54,868 59,814
Obligations under finance leases and hire purchase contracts 101,249 30,974
Other creditors 91,410 55,593
2,416,787 2,435,477

Net obligations under finance leases and hire purchase contracts are secured against the assets to which they relate. Bank loans are secured by way of a debenture. Other loans are secured by way of a fixed and floating charge over the assets of the company.

6. Creditors: amounts falling due after more than one year

2023 2022
£ £
Bank loans 362,500 512,500
Obligations under finance leases and hire purchase contracts 167,956 79,262
530,456 591,762

Net obligations under finance leases and hire purchase contracts are secured against the assets to which they relate. Bank loans are secured by way of a debenture.

7. Called-up share capital

2023 2022
£ £
Allotted, called-up and fully-paid
1 Ordinary A share of £ 1.00 1 1
1 Ordinary B share of £ 1.00 1 1
1 Ordinary C share of £ 1.00 1 1
1 Ordinary D share of £ 1.00 1 1
7,500 Ordinary shares of £ 1.00 each 7,500 7,500
7,504 7,504

Ordinary Shares A to D rank pari passu.

The 7,500 Ordinary Shares have different rights.

8. Financial commitments

Commitments

Total future minimum lease payments under non-cancellable operating leases are as follows:

2023 2022
£ £
within one year 195,519 184,683
between one and five years 746,605 690,758
after five years 2,195,834 2,365,834
3,137,958 3,241,275

Pensions

The Company operates a defined contribution pension scheme for the directors and employees. The assets of the scheme are held separately from those of the Company in an independently administered fund.

2023 2022
£ £
Unpaid contributions due to the fund (inc. in other creditors) 12,902 8,712

9. Related party transactions

Transactions with the entity's directors

2023 2022
£ £
Directors loan 60,060 40,243

Included in other creditors is a directors loan. No interest has been charged on the outstanding balance during the year.