Seko Logistics EU Group, Ltd
Registered number: 14171830
Annual Report
For the period ended 31 December 2022
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SEKO LOGISTICS EU GROUP, LTD
COMPANY INFORMATION
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Chartered Accountants & Statutory Audit Firm
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SEKO LOGISTICS EU GROUP, LTD
CONTENTS
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Independent Auditor's Report
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Consolidated Statement of Comprehensive Income
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Consolidated Statement of Financial Position
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Company Statement of Financial Position
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Consolidated Statement of Changes in Equity
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Company Statement of Changes in Equity
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Consolidated Statement of Cash Flows
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Consolidated Analysis of Net Debt
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Notes to the Financial Statements
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SEKO LOGISTICS EU GROUP, LTD
GROUP STRATEGIC REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2022
The directors present their Strategic Report for Seko Logistics EU Group, Ltd (the 'Company') and its subsidiaries (the 'Group') for the 6-month period ended 31 December 2022.
The Company incorporated on 14 June 2022 and on 28 June 2022, the Company acquired 100% of the share capital in Seko Logistics Netherlands B.V. Following this acquisition, Seko Logistics Netherlands B.V. acquired 100% of the share capital in Seko Benelux B.V.
The Group Strategy continues to be aggressive growth and the group will continue to invest in additional Contract logistics warehouse space, staff retention and in further staff to support growth and delivery of a high service level for our clients.
Subsequent to the year end the group results to December 2023 have been strong, with Gross profit expected to be £16m and operating profit of £4.8m despite the softening in the global economy, and more capacity in the global supply chain which squeezes margins, compounded by inflation pressures on the business particularly wage inflation, profit before tax for the year ended 31 December 2023 is expected to be £3m.
Financial key performance indicators
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We aim to present a balanced and comprehensive review of the development and performance of our business during the period and its position at the period end.
We consider that our key financial performance indicators are those that communicate the financial performance and strength of the Company as a whole, these being turnover, gross profit, operating profit and profit before tax.
2022
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Turnover £27,060,696
Gross profit £6,684,565
Operating profit £591,800
Loss before tax £121,015
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SEKO LOGISTICS EU GROUP, LTD
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2022
Principal risks and uncertainties
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The Group's activities expose it to a variety of financial risks. The Group's overall risk management therefore seeks to mitigate potential adverse consequences arising from the unpredictability of financial markets.
Competitive pressures as well as the current economic climate present an ongoing risk to the Group. This may result in a reduction in the prices which the Group is able to charge for its services. The Group manages this risk by focusing on customer services delivery, by developing and implementing innovative new services, alongside a greater value-added offering for its key clients. Strong relationships with customers are key to the Group's success.
Market risk
The Group's sales are primarily denominated in Euro, although invoices are also issued in US Dollars. The Group is therefore exposed to the movement in exchange rates on sales and purchases that are denominated in other currencies. This risk is assessed on an ongoing basis. The Group does not use derivative financial instruments to manage currency exposure and, as such, no hedge accounting is applied.
Credit risk
Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis. Credit checks are performed on all customers requiring credit. The receivable balances are monitored on an ongoing basis and provision is made for doubtful debts where necessary.
Liquidity risk
Liquidity risk is the risk that the group will encounter difficulty in meeting obligations associated with its financial liabilities. We aim to mitigate liquidity risk by managing cash generation by our operations and applying cash collection targets.
Economic impact of global events
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The Group is facing many uncertainties and challenges caused by political, economic, social, technological, legal and environmental factors. These uncertainties have contributed to an environment where there exists a range of issues and risks, including inflation, rising interest rates, labour shortages, disrupted supply chains and new ways of working.
The directors have carried out an assessment of the potential impact of these uncertainties on the business, including the impact of mitigation measures, and concluded that the greatest impact on the business is expected to be from the economic ripple effect on the global economy. The directors have taken account of these potential impacts in their going concern assessment.
The Group continues to work with its partners to minimise any impacts of these events and maximise the realisation of any opportunities they may provide to the business.
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SEKO LOGISTICS EU GROUP, LTD
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2022
Section 172(1)(a) to (f) of the Companies Act 2006 requires directors to take into consideration the interests of stakeholders in their decision making, to this effect the board of directors of Seko Logistics EU Group, Ltd consider that they have acted in such a way that would be most likely to promote the success of the Group for the benefit of its members as a whole.
(a) The likely consequences of any decision in the long-term
The key decisions taken during 2022 related to the ongoing operational management and promotion of the Group. The long-term effect of such decisions is always considered, in order to ensure that the operations of the Group are sustainable into the future.
(b) The interests of the Group’s employees
The directors consider the employees as one of the key stakeholders within the Group. The Group takes steps to communicate and consult with employees in order to ensure that as far as possible, employees are engaged, involved and informed about decisions which affect them. Decisions taken by the directors to protect and promote the best interests of the Group also inherently protect the interests of its employees.
(c) The need to foster the Group’s business relationships with suppliers, customers and others
The directors recognise that the success of the Group is reliant on the stakeholders of the business and, to this effect, the Group engages with these stakeholder groups, we look to ensure our suppliers have the same core values as the Group and that suppliers adhere to the SEKO Anti-Bribery and Corruption policy as well as the Seko anti-slavery and human trafficking statement, details of which are available on the Group’s website: https://www.sekologistics .com/us/about/resources/
There is a large and diverse customer base, the Group follows client first approach. At SEKO, we place our clients, at the heart of every working day and our employees are focused on delivering service excellence.
(d) The impact of the Group’s operations on the community and environment
The Group is conscious of both its social and environmental impact, and the directors seek opportunities to limit the environmental footprint of the operations of the Group wherever this is practically and commercially feasible. The directors take very seriously their responsibility of ensuring the Group is a good corporate citizen. Business creates wealth that, through taxes, delivers the investment which, if properly managed by politicians, leads to a fairer and more prosperous society. We are proud of the part we play in our industry’s contribution through its economic activity.
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SEKO LOGISTICS EU GROUP, LTD
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2022
Section 172 statement (continued)
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(e) The desirability of the Group maintaining a reputation for high standards of business conduct
In order to ensure that the business maintains its reputation and integrity, the board promotes a corporate culture based on sound ethical values and behaviours which are essential to maximise shareholder value. The SEKO code of conduct and Ethics policy, SEKO anti-trust policy and SEKO Anti-Corruption and Foreign Corrupt Practices Act Policy are available on the companies website: https://www.sekologistics .com/us/about/resources/
Seko provide an anonymous hotline, as well as good practice in terms of corporate governance, it also provides employees with a process to raise any suspected wrong doings, misconduct or illegal acts that they have witnessed or become aware of. This reconfirms the Group’s commitment to promoting the highest possible standards of openness, integrity and accountability across the business.
(f) The need to act fairly as between members of the Group
The Company is wholly owned by Seko Global Logistics Network LLC, and key decisions of the Group are supervised by that shareholder. Information is shared effectively to ensure that the shareholder is engaged.
This report was approved by the board and signed on its behalf by:
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SEKO LOGISTICS EU GROUP, LTD
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2022
The directors present their annual report and the audited consolidated financial statements for Seko Logistics EU Group, Ltd (the 'Company') for the period ended 31 December 2022.
Seko Logistics EU Group, Ltd is an investment holding company while the principal activity of the Group during the period was being the industry's leading provider of customer focused supply chain management solutions.
The Company was incorporated on 14 June 2022 and presents its consolidated financial statements for the 6-month period ended 31 December 2022.
On 21 October 2022 the Company shortened its accounting reference date from 30 June 2023 to 31 December 2022 to bring it in line with fellow group companies.
The loss for the period, after taxation, amounted to £527,074.
The directors do not recommend the payment of a dividend.
The directors who served during the period and to the date of this report were:
M R Brown (appointed 14 June 2022)
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G B Stofberg (appointed 14 November 2022)
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C L Dalton (appointed 03 April 2023)
P C R Lockwood (appointed 03 April 2023)
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SEKO LOGISTICS EU GROUP, LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2022
Directors' responsibilities statement
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The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 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 the Group and of the profit or loss of the Group for that period.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Group's financial statements and then apply them consistently;
∙make judgements and accounting estimates that are reasonable and prudent;
∙state whether applicable UK 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 Group will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Group’s transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Seko Logistics EU Group, Ltd has provided to all directors limited indemnities in respect of the cost of defending claims against them and third party liabilities. These are all third party indemnity provisions for the purpose of the Companies Act 2006 and are all currently in force.
Greenhouse gas emissions, energy consumption and energy efficiency action
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The Group has not disclosed information in respect of greenhouse gas emissions, energy consumption and energy efficiency action as its energy consumption in the United Kingdom for the period is 40,000kWh or lower.
Matters covered in the Group Strategic Report
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As permitted by paragraph 1A of Schedule 7 to the Large and Medium-sized Companies and Groups (Accounts and reports) Regulation 2008 certain matters which are required to be disclosed in the Directors' Report have been omitted as they are included in the Strategic Report. These matters relate to the business review, principal risks and uncertainties and financial key performance indicators.
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SEKO LOGISTICS EU GROUP, LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2022
The results of the Group are set out in the Statement of Comprehensive Income above. The financial position of the Group and Company and its liquidity position are reflected in the Statement of Financial Position and Statement of Cash Flows.
Potential sources of uncertainty noted by the directors include the withdrawal of the United Kingdom from the European Union, COVID-19 and Russias invasion of Ukraine. The directors have a reasonable expectation that the Group and Company has adequate resources to continue in operational existence for 12 months from the date of signing. Thus they continue to adopt the going concern basis of accounting in preparing the annual financial statements.
The Group acquired additional subsidiaries in 2023 and 2024, Seko Container Lines Pvt. Ltd. (Singapore), Seko Logistics (M) Sdn. Bhd. (Malaysia) and Seko Logistics Private Ltd. (India).
Applications for employment by disabled persons are always fully considered, bearing in mind the abilities of the applicant concerned. In the event of members of staff becoming disabled every effort is made to ensure that their employment with the Group continues and that the appropriate training is arranged. It is the policy of the Group that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.
Disclosure of information to auditor
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Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
∙so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditor is unaware; and
∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditor is aware of that information.
Post balance sheet events
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The Group acquired the following subsidiaries in 2023 and 2024:
∙Seko Container Lines Pvt. Ltd. (Singapore)
∙Seko Logistics (M) Sdn. Bhd. (Malaysia)
∙Seko Logistics Private Ltd. (India)
There have been no other significant events affecting the Group and Company since the period end.
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SEKO LOGISTICS EU GROUP, LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2022
The auditor, Mazars, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board and signed on its behalf by:
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SEKO LOGISTICS EU GROUP, LTD
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SEKO LOGISTICS EU GROUP, LTD
Opinion
We have audited the financial statements of Seko Logistics EU Group, Ltd (the ‘parent company’) and its subsidiaries (the 'Group') for the period ended 31 December 2022 which comprise the Consolidated Statement of Comprehensive Income, the Group and Company Statement of Financial Positions, the Group and Company Statement of Changes in Equity and the Group Consolidated 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 FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (United Kingdom Generally Accepted Accounting Practice).
In our opinion, the financial statements:
∙give a true and fair view of the state of the Group's and of the parent company's affairs as at 31 December 2022 and of the Group's loss for the period then ended;
∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
∙have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the Group and the parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Other information
The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the annual report. 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.
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SEKO LOGISTICS EU GROUP, LTD
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SEKO LOGISTICS EU GROUP, LTD
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 course of 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In light of the knowledge and understanding of the Group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
∙adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
∙the parent company financial statements are not in agreement with the accounting records and returns; or
∙certain disclosures of directors' remuneration specified by law are not made; or
∙we have not received all the information and explanations we require for our audit.
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SEKO LOGISTICS EU GROUP, LTD
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SEKO LOGISTICS EU GROUP, LTD
Responsibilities of Directors
As explained more fully in the Directors' Responsibilities Statement set out on page 5, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the Group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors intend either to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud.
Based on our understanding of the Group and the parent company and its industry, we identified that the principal risks of non-compliance with laws and regulations related to employment regulation, health and safety regulation, anti-money laundering regulation, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements, such as the Companies Act 2006.
Our audit procedures were designed to respond to those identified risks, including non-compliance with laws and regulations (irregularities) and fraud that are material to the financial statements. Our audit procedures included but were not limited to:
∙Discussing with the directors and management their policies and procedures regarding compliance with laws and regulations;
∙Communicating identified laws and regulations throughout our engagement team and remaining alert to any indications of non-compliance throughout our audit; and
∙Considering the risk of acts by the group and the parent company which were contrary to applicable laws and regulations, including fraud.
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SEKO LOGISTICS EU GROUP, LTD
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SEKO LOGISTICS EU GROUP, LTD
In addition, we evaluated the directors' and management’s incentives and opportunities for fraudulent manipulation of the financial statements, including the risk of override of controls, and determined that the principal risks were related to posting manual journal entries to manipulate financial performance, management bias through judgements and assumptions in significant accounting estimates, in particular in relation to revenue recognition which we pinpointed to the cut off assertion, and significant one-off or unusual transactions.
Our audit procedures in relation to fraud included but were not limited to:
∙Making enquiries of the directors and management on whether they had knowledge of any actual, suspected or alleged fraud;
∙Gaining an understanding of the internal controls established to mitigate risks related to fraud;
∙Discussing amongst the engagement team the risks of fraud; and
∙Addressing the risks of fraud through management override of controls by performing journal entry testing.
There are inherent limitations in the audit procedures described above and the primary responsibility for the prevention and detection of irregularities including fraud rests with management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal controls.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Use of the audit 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.
Maurice Hickey (Senior statutory auditor)
For and on behalf of Mazars
Chartered Accountants and Statutory Audit Firm
Mayoralty House
Flood Street
Galway
Ireland
H91 P8PR
22 February 2024
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SEKO LOGISTICS EU GROUP, LTD
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 31 DECEMBER 2022
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6-month period ended
31 December
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Share of loss of joint venture
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Interest receivable and similar income
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Interest payable and similar expenses
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Loss for the financial period
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Currency translation differences
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Total comprehensive expense for the period
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Loss for the period attributable to:
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Owners of the parent Company
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The Consolidated Statement of Comprehensive Income has been prepared on the basis that all operations are continuing operations.
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The notes on pages 20 to 46 form part of these financial statements.
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SEKO LOGISTICS EU GROUP, LTD
REGISTERED NUMBER: 14171830
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2022
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Investments in subsidiaries
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Debtors: amounts falling due after more than one year
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Debtors: amounts falling due within one year
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Cash and cash equivalents
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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Creditors: amounts falling due after more than one year
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Total shareholders' equity
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The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 20 to 46 form part of these financial statements.
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SEKO LOGISTICS EU GROUP, LTD
REGISTERED NUMBER: 14171830
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2022
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Investments in subsidiaries
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Debtors: amounts falling due after more than one year
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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Creditors: amounts falling due after more than one year
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Total shareholders' equity
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The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in the financial statements. The loss after tax of the parent Company for the year was £495,231.
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 20 to 46 form part of these financial statements.
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SEKO LOGISTICS EU GROUP, LTD
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2022
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At incorporation on 14 June 2022
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Comprehensive income for the period
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Currency translation differences
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Other comprehensive income for the period
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Total comprehensive loss for the period
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Total transactions with owners
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The notes on pages 20 to 46 form part of these financial statements.
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SEKO LOGISTICS EU GROUP, LTD
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2022
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At incorporation on 14 June 2022
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Comprehensive income for the period
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Other comprehensive income for the period
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Total comprehensive loss for the period
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Total transactions with owners
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The notes on pages 20 to 46 form part of these financial statements.
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SEKO LOGISTICS EU GROUP, LTD
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED 31 DECEMBER 2022
Cash flows from operating activities
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Loss for the financial period
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Amortisation of intangible assets
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Depreciation of tangible assets
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Share of loss from joint venture
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Amortisation of loan arrangement fee
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Net cash generated from operating activities
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Cash flows from investing activities
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Purchase of tangible fixed assets
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Cash paid for acquisition of subsidiary (note 22)
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Cash acquired through business combination (note 22)
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Net cash used in investing activities
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Cash flows from financing activities
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Net cash used in financing activities
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Net increase in cash and cash equivalents
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Foreign exchange gain on cash balances
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Cash and cash equivalents at the end of period
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Cash and cash equivalents at the end of period comprise:
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SEKO LOGISTICS EU GROUP, LTD
CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE PERIOD ENDED 31 DECEMBER 2022
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Acquisition and disposal of subsidiaries
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The notes on pages 20 to 46 form part of these financial statements.
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
Seko Logistics EU Group, Ltd is a private company, limited by shares and incorporated in England and Wales. The address of its registered office is 30 Old Bailey, London, United Kingdom, EC4M 7AU.
The principal activity of the Company is that of an investment holding company.
The principal activity of the Group during the period was the industry's leading provider of customer-focused supply chain management solutions.
The Company was incorporated on 14 June 2022 and presents its consolidated financial statements for the 6-month period ended 31 December 2022.
On 21 October 2022 the Company shortened its accounting reference date from 30 June 2023 to 31 December 2022 to bring it in line with fellow group companies.
2.Accounting policies
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Basis of preparation of financial statements
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The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies (see note 3).
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.
The financial statements have been presented in Pounds Sterling as this is the currency of the primary economic environment in which the Group and Company operates and is rounded to the nearest pound.
The following principal accounting policies have been applied:
The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Statement of Financial Position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
The results of the Group are set out in the Statement of Comprehensive Income above. The financial position of the Group and Company and its liquidity position are reflected in the Statement of Financial Position and Statement of Cash Flows.
Potential sources of uncertainty noted by the directors include the withdrawal of the United Kingdom from the European Union, COVID-19 and Russias invasion of Ukraine. The directors have a reasonable expectation that the Group and Company has adequate resources to continue in operational existence for 12 months from the date of signing. Thus they continue to adopt the going concern basis of accounting in preparing the annual financial statements.
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Foreign currency translation
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Functional and presentation currency
The Company's functional and presentation currency is GBP.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.
At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.
Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated Statement of Comprehensive Income within 'administrative expenses'.
On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
Turnover is measured as the fair value of the consideration received or receivable and represents amounts for the rendering of services in the normal course of business, net of discounts and other sales-related taxes.
Turnover from freight forwarding services
The provision of freight forwarding services include air freight and sea freight. Turnover is earned when the Group acts as a freight consolidator in respect of air freight services, and as a non-vessel operating common carrier in respect of sea freight services. In both cases, the Group acts as an indirect carrier and therefore revenue is recognised when the services are rendered, which coincide with the date of arrival of shipments (for import freight) and the date of departure of shipments (for export freight).
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Operating leases: the Group as lessee
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Rentals paid under operating leases are charged to the Consolidated Statement of Comprehensive Income on a straight-line basis over the lease term.
Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
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Interest receivable and similar income
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Interest receivable and similar income is recognised in the Consolidated Statement of Comprehensive Income using the effective interest method.
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Interest payable and similar expenses
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Interest payable and similar expenses are charged to the Consolidated Statement of Comprehensive Income over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
All borrowing costs are recognised in the Consolidated Statement of Comprehensive Income in the period in which they are incurred.
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
Defined contribution pension plan
The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.
The contributions are recognised as an expense in the Statement of Comprehensive Income when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Group in independently administered funds.
The tax expense for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company and the Group operate and generate income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
∙Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.
Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
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Business combinations and goodwill
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Business combinations are accounted for by applying the purchase method.
The cost of a business combination is the fair value of the consideration given, liabilities incurred or assumed and of equity instruments issued plus the costs directly attributable to the business combination.
Contingent consideration is initially recognised at estimated amount where the consideration is probable and can be measured reliably. Where (i) the contingent consideration is not considered probable or cannot be reliably measured but subsequently becomes probable and measurable or (ii) contingent consideration previously measured is adjusted, the amounts are recognised as an adjustment to the cost of the business combination.
On acquisition of a business, fair values are attributed to the identifiable assets, liabilities and contingent liabilities unless the fair value cannot be measured reliably, in which case the value is incorporated in goodwill. Intangible assets are only recognised separately from goodwill where they are separable and arise from contractual or other legal rights. Where the fair value of contingent liabilities cannot be reliably measured they are disclosed on the same basis as other contingent liabilities.
Goodwill recognised represents the excess of the fair value and directly attributable costs of the purchase consideration over the fair values to the Group’s interest in the identifiable net assets, liabilities and contingent liabilities acquired.
On acquisition, goodwill is allocated to cash-generating units (‘CGU’s’) that are expected to benefit from the combination.
Goodwill is amortised over its expected useful life which is estimated to be ten years. Goodwill is assessed for impairment when there are indicators of impairment and any impairment is charged to the income statement. No reversals of impairment are recognised.
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
Goodwill
Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated Statement of Comprehensive Income over its useful economic life.
Other intangible assets
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.
At each reporting date the Company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
Amortisation is charged to 'administrative expenses' in the Consolidated Statement of Comprehensive Income.
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
At each reporting date the Group assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
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Tangible fixed assets (continued)
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Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the Consolidated Statement of Comprehensive Income.
Depreciation is charged to 'administrative expenses' in the Consolidated Statement of Comprehensive Income.
Investments in subsidiaries are measured at cost less accumulated impairment.
Investments are tested for impairment where an indication of impairment exists at the same reporting date.
An entity is treated as a joint venture where the Group is a party to a contractual agreement with one or more parties from outside the Group to undertake an economic activity that is subject to joint control.
An entity is treated as an associated undertaking where the Group exercises significant influence in that it has the power to participate in the operating and financial policy decisions.
In the consolidated accounts, interests in associated undertakings are accounted for using the equity method of accounting. Under this method an equity investment is initially recognised at the transaction price (including transaction costs) and is subsequently adjusted to reflect the investors share of the profit or loss, other comprehensive income and equity of the associate. The Consolidated Statement of Comprehensive Income includes the Group's share of the operating results, interest, pre-tax results and attributable taxation of such undertakings applying accounting policies consistent with those of the Group. In the Consolidated Statement of Financial Position, the interests in associated undertakings are shown as the Group's share of the identifiable net assets, including any unamortised premium paid on acquisition.
Any premium on acquisition is dealt with in accordance with the goodwill policy.
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
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Debtors: amounts falling due within one year
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Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
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Cash and cash equivalents
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Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
The Group has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102.
Financial instruments are recognised in the Group's Statement of Financial Position when the Group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
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Financial instruments (continued)
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Basic financial assets
Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.
Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.
Other financial assets
Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the Consolidated Statement of Comprehensive Income. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.
Impairment of financial assets
Financial assets are assessed for indicators of impairment at each reporting date.
Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.
If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the Consolidated Statement of Comprehensive Income.
Financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Group after the deduction of all its liabilities.
Basic financial liabilities, which include trade and other payables, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
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Financial instruments (continued)
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Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.
Derecognition of financial instruments
Derecognition of financial assets
Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained.
Derecognition of financial liabilities
Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled.
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
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Judgements in applying accounting policies and key sources of estimation uncertainty
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In applying the Group’s accounting policies, the directors are required to make judgements, estimates and assumptions in determining the carrying amounts of assets and liabilities. The directors’ judgements, estimates and assumptions are based on the best and most reliable evidence available at the time when the decisions are made, and are based on historical experience and other factors that are considered to be applicable. Due to the inherent subjectivity involved in making such judgements, estimates and assumptions, the actual results and outcomes may differ.
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.
3.1 Critical judgements in applying the Group’s accounting policies
The critical judgements that the directors have made in the process of applying the Group’s accounting policies and that have the most significant effect on the amounts recognised in the statutory financial statements are discussed below.
(i) Assessing indicators of impairment
In assessing whether there have been any indicators of impairment of assets, the directors have considered both external and internal sources of information such as market conditions, counterparty credit ratings and experience of recoverability. There have been no indicators of impairments identified during the current financial year.
3.2 Key sources of estimation uncertainty
The directors do not consider there to be any key sources of estimation uncertainty.
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
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An analysis of turnover by class of business is as follows:
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6-month period ended
31 December
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Analysis of turnover by country of destination:
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6-month period ended
31 December
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The operating profit is stated after charging:
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6-month period ended
31 December
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Depreciation of tangible assets
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Amortisation of intangible assets
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Operating lease expenses for office rent
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Amortisation of arangement fees
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
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6-month period ended
31 December
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Fees payable to the Groups's auditor for the audit of the consolidated and parent Company's financial statements
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Fees payable to the Group's auditor in respect of:
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Taxation compliance services
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
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Staff costs were as follows:
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Cost of defined contribution scheme
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The average monthly number of employees, including the directors, during the period was as follows:
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6-month period ended
31 December
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Head office and management
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During the current period, the directors’ emoluments were borne by another group company. The proportion of emoluments relating to services in respect of the Company cannot be reliably estimated.
The directors consider themselves to be the only key management personnel.
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The Company has no employees other than the directors, who did not receive any remuneration.
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Interest receivable and similar income
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6-month period ended
31 December
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Other interest receivable
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
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Interest payable and similar expenses
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6-month period ended
31 December
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6-month period ended
31 December
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Current tax on loss for the year
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Foreign tax on income for the year
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
10.Tax on loss (continued)
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Factors affecting tax charge for the period
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The tax assessed for the period is higher than the standard rate of corporation tax in the UK of19%. The differences are explained below:
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6-month period ended
31 December
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Loss multiplied by standard rate of corporation tax in the UK of 19%
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Expenses not deductible for tax purposes
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Remeasurement of deferred tax for changes in tax rates
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Movement in deferred tax not recognised
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Tax on foreign subsidiaries
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Total tax charge for the period
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
10.Tax on loss (continued)
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Factors that may affect future tax charges
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The UK Government announced in the 2021 budget that from 1 April 2023, the rate of corporation tax in the United Kingdom will increase from 19% to 25%. Companies with profits of £50,000 or less will continue to be taxed at 19%, which is a new small profits rate. Where taxable profits are between £50,000 and £250,000, the higher 25% rate will apply but with a marginal relief applying as profits increase.
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On acquisition of subsidiaries
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Goodwill additions relate to the goodwill generated through the Group's acquisition of Seko Benelux B.V. on 28 June 2022.
The Company does not hold any intangible fixed assets.
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
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Acquisition of subsidiary
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The Group does not hold any tangible fixed assets under finance leases.
The Company does not hold any tangible fixed assets.
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
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Investment in joint ventures
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On acquisition of subsidiaries
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Share of loss post acquisition
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Investments in subsidiary companies
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On acquisition of subsidiaries
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The Company acquired Seko Logistics Netherlands B.V. group for consideration of £6,806,412 on 28 June 2022.
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
|
Subsidiary undertakings and investment in joint venture
|
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The following were subsidiary undertakings of the Company:
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Seko Logistics Netherlands B.V.
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Naritaweg
2,
1437EL
Rozenburg
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Naritaweg 2,1437EL Rozenburg
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Cargo City Süd 555 c, 60549 Frankfurt am Main, Germany
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Transportation and logistics services.
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* denotes indirectly owned subsidiary through Seko Logistics Netherlands B.V.
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
|
Due after more than one year
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Amounts owed by group undertakings
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Prepayments and accrued revenue
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Amounts owed by group undertakings
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Prepayments and accrued revenue
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Trade debtors are stated after provision for impairment of £nil.
Amounts owed by group undertakings are unsecured, interest-free and payable on demand.
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Cash and cash equivalents
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
|
Creditors: amounts falling due within one year
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Amounts owed to group undertakings
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Other taxation and social security
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Accruals and deferred income
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Deferred consideration on business combination
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Amounts owed to group undertakings are unsecured, interest-free and repayable on demand.
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Creditors: amounts falling due after more than one year
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Bank loans relate to a loan between Barings Finance LLC and Seko Logistics EU Group Limited. Interest is charged at EURIBOR + 1% per annum and repayment is due in full on 30 December 2026.
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
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Analysis of the maturity of loans is given below:
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Amounts falling due within one year
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Amounts falling due 1-2 years
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Amounts falling due 2-5 years
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Describe the effect on contract liability balances which factors relating to the timing of satisfaction of the Group's performance obligations and their relationship with the typical timing of payment have had.
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Allotted, called up and fully paid
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1 Ordinary share of £1.00
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On 14 June 2022, the Company issued 1 ordinary share at par value.
The Company has one class of ordinary shares. Each share carries one voting right per share but no right to fixed income.
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
Profit and loss account
This reserve represents cumulative profits and losses of the Group. Dividends are paid from this reserve.
On 28 June 2022, the Company acquired 100% of the share capital in Seko Logistics Netherlands B.V. Following this acquisition, Seko Logistics Netherlands B.V. acquired 100% of the share capital in Seko Benelux B.V.
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Acquisition of Seko Logistics Netherlands B.V. and its subsidiary
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Recognised amounts of identifiable assets acquired and liabilities assumed
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Investments in associates
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Total Identifiable net assets
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Total purchase consideration
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
22.Business combinations (continued)
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The results of Seko Logistics Netherlands B.V. and its subsidiary since acquisition are as follows:
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Current period since acquisition
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Profit for the period since acquisition
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The Group operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Group in an independent administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounts to £155,870. Contributions totaling £5,222 were payable to the scheme at the end of the period and are included within other creditors.
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
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Commitments under operating leases
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At 31 December 2022 the Group had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
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Later than 1 year and not later than 5 years
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Later than 1 year and not later than 5 years
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The Company does not have any commitments under operating leases.
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Related party transactions
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The Group has taken advantage of the exemption available in FRS 102 section 33 from the requirements to disclose transactions with group companies on the grounds that consolidated financial statements are prepared by the ultimate parent company.
At the year period ended 31 December 2022 the Group had an outstanding liability of £111,885 with Seko Logistics GMBH.
At the period ended 31 December 2022 the Group had an outstanding liability of £131,290 with Seko International Freight Forwarding (Shanghai).
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Post balance sheet events
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The Group acquired the following subsidiaries in 2023 and 2024:
∙Seko Container Lines Pvt. Ltd. (Singapore)
∙Seko Logistics (M) Sdn. Bhd. (Malaysia)
∙Seko Logistics Private Ltd. (India)
There have been no other significant events affecting the Group and Company since the period end.
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SEKO LOGISTICS EU GROUP, LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2022
The immediate parent company and ultimate parent company of the largest and smallest group in which the results of the Company are consolidated into was Seko Global Logistics Network LLC, a company incorporated in the United States of America.
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