Company registration number 00674416 (England and Wales)
CIRET LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
CIRET LIMITED
COMPANY INFORMATION
Directors
Mr M A Winnen
Mr P J Phillips
Company number
00674416
Registered office
Fulflood Road
Havant
Hampshire
England
PO9 5AX
Auditor
HJS Accountants Limited
Tagus House
9 Ocean Way
Southampton
Hampshire
United Kingdom
SO14 3TJ
CIRET LIMITED
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 5
Directors' responsibilities statement
6
Independent auditor's report
7 - 9
Statement of comprehensive income
10
Balance sheet
11 - 12
Statement of changes in equity
13
Statement of cash flows
14
Notes to the financial statements
15 - 30
CIRET LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -
The directors present the strategic report for the year ended 31 December 2023.
Review of the business
The UK market in 2023 was challenging for our business in many ways. The forces that created phenomenal demand for many of our products during and post the pandemic were always going to moderate as markets responded and supply of stocks normalised. This resulted in a reduction in sales turnover for 2023 of 7.8% compared to 2022.
This was especially evident in our Irish market where there was a notable decline in DIY related products due to a reduced demand from the end user consumer. Many of our customers were also carrying large inventories, post pandemic, which they were selling through, therefore the requirement for new stock was reduced.
The Ukrainian war caused further spikes in raw material costs, especially energy, it also created more volatile activity within the foreign currency exchanges that we use for purchasing.
The challenging economic circumstances from the end of the Pandemic combined with the outbreak of War in the Ukraine, caused huge margin pressure within our business. This was further compounded by the contractual obligations we have with our larger customers not allowing us to increase sales prices for several months after our purchase costs rose. We were able to keep sales at a good level and implemented several large sales price increases to reverse the downward trend we were experiencing in our gross margin. This allowed us to reset the business to the just beyond levels of profitability experienced pre the Pandemic.
Our market and customer base activity stayed level in 2023 with the professional end user market for our products still busy.
The results for the year and the financial position at the year-end are considered satisfactory by the directors. The company’s inflated stock position reflected negatively on the business due to the stock being purchased when raw material costs were at their highest. The situation was also enhanced by provision being taken for exceptional one-off costs. This, however, does not reflect the true daily trading position of the business which was good. The stock valuation is now falling due to reductions in freight rates and raw material costs which will help to re-adjust the imbalance seen in 2023. The directors have a long-term strategy in place to improve the trading position within all core markets, and increase sales volumes whilst maintaining the margin levels.. There are also opportunities being worked on for a DIY concept into the UK market as well as overseas markets. The filed sales team has been increased in size to facilitate better geographical coverage and a more targeted sales approach across the UK and Republic of Ireland.
Principal risks and uncertainties
The UK marketplace remains competitive for our business, but the introduction of new products and continued market leading service levels help us to maintain a good reputation within the sector.
The company operates a global supplier base and is therefore vulnerable to volatility in exchange rate movements as well as variations in raw material and global freight costs. Exchange risks are managed by a process of daily monitoring to limit the company’s exposure to such exchange rate volatility as well as an insurance provision.. Management of the supply chain cost increases is enhanced by use of our Group Global purchasing resource, as well as locally by our UK purchasing team.
The anticipated Global economic flatlining and the more localised cost of living pressures limit natural market growth. To combat this and win sales from the competitors we have in place a robust, proven product range combined with a n excellent supplier base and an experienced, committed team which will allow us to navigate through these conditions.
CIRET LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
Development and performance
The company is well supported by the Storch Ciret Group parent business and the UK remains a key strategic market for the organisation. It is the fourth largest country sector market and provides a natural logistical gateway combined with a product range that will facilitate a push further into the Far East and American markets.
Key performance indicators
The financial results for the year show a position affected greatly by stock devaluation (due to currency and raw material cost fluctuations) and exceptional one-off costs incurred. Gross profitability rose to 31.7% from 21.6%.
Liquidity within the business remains good with a ratio of 2.16, a slight reduction from 3.13 the previous year.
The businesses balance sheet remains strong.
Section 172 Statement
The directors of the company have acted in accordance with their statutory duties, in particular their duty to act in the way in which they consider, in good faith, would be most likely to promote the success of the company for the benefit of its members as a whole, having regards to the stakeholders and matters set out in section 172(1) of the Companies Act 2006.
Issues, factors and stakeholders which the Directors considered to be of strategic importance when discharging their duty under section 172(1) are detailed below.
The likely consequences of any decision in the long term
The Directors carefully consider the impact of all decisions on the long-term success of the company. Key areas in decision making are formulated in adherence to formal policies communicated to all staff members and capturing key areas such as supply chain management, customer conduct, human resources and environmental, social and governance (ESG) matters.
The interest of the company’s employees
The company recognises its responsibilities to all employees and is committed to effective engagement with them. The company recognises the importance of good communications and relations with staff and uses a number of methods to keep staff informed of performance and developments within the business.
Regular meetings are held between management and the workforce through a designated discussion forum and all new staff members are given a formal induction programme. There is currently increased resource being channelled into mental, social and general wellbeing welfare with all employees being made aware of external resource support available if required.
CIRET LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -
The need to foster the company’s business relationships with suppliers, customers and others
The Board recognise the importance of taking the customers viewpoints into account as part of its decision-making process, and consequently employs specifically defined practices developed to ensure that the customers’ needs are properly addressed. Strategies and performance in this respect are carefully managed at senior level.
Communication and management of the company’s supply chain is integral to the future success of the Company and substantial resource is made available to ensure that such relationships are maintained in accordance with company objectives. Suppliers are carefully monitored from a performance perspective and are subject to the appropriate ethical and quality audits when required.
The impact of the company’s operations on the community and the environment
The company is committed to doing what it can to minimise its impact on the environment. The company is also engaged with both suppliers and customers regarding all future policies relating to environmental and social governance matters (ESG).
The Directors and staff recognise our social responsibilities and continue to support worthwhile causes throughout the year. The company sets aside a budget for local charities, and staff members organise fund raising activities for local charities throughout the year. The Company also supports fund raising activities communicated by customers.
The desirability of the company maintaining a reputation for high standards of business conduct
The Directors and management operate the business in a responsible manner with the aim of ensuring the company maintains a reputation for high standards of business conduct and good governance. All company policies and employee guidance publications are reviewed and updated where required on a regular basis and are properly communicated. All staff members are aware of the high standards of professional and ethical behaviour expected of them and of the company’s objective of safeguarding its reputation for high standards of conduct.
The need to act fairly between members of the company
The Directors recognise the success of the business depends on its ability to engage effectively, work together constructively, and to take all stakeholder views into account in order to operate sustainably in the long term. The Board routinely considers the interests of all stakeholders in the decision-making process to ensure that they are aligned with the Company’s practices, values and behaviours.
Mr P J Phillips
Director
1 March 2024
CIRET LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 4 -
The directors present their annual report and financial statements for the year ended 31 December 2023.
Results and dividends
The results for the year are set out on page 10.
No ordinary dividends were paid. The directors do not recommend payment of a final dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mr M A Winnen
Mr P J Phillips
Financial instruments
Objectives and policies
The company's operations expose it to a variety of financial risk that include the effects of changes in commodity prices, foreign exchange risk and liquidity risk. The company has in place a risk management programme that seeks to limit the adverse effect if these risks on the financial performance of the company.
Price risk, credit risk, liquidity risk, interest rate risk and cash flow risk
The activities of the business expose it primarily to the financial risks of changes in foreign currency exchange rates.
The principal financial instrument s of the business comprise bank balances, trade debtors, trade creditors and finance lease agreements. The main purpose of these instruments is to finance the operations of the business.
In respect of bank balances ,the liquidity risk is managed by maintaining a balance between the continuity of funding and flexibility through the use of overdrafts at floating rates on interest. All of the cash balances of the business are held in such a way that achieves a competitive rate of interest. The business makes use of money markets facilities where funds are available.
Trade debtors are managed in respect of credit and cash flow risk by policies concerning the credit offered to customers and the regular monitoring of amounts outstanding for both time and credit limits. The amounts presented in the balance sheet are net allowances for doubtful debtors.
Trade creditor's liquidity risk is managed by ensuring sufficient funds are available to meet amounts as they fall due.
The company has interest bearing non-current liabilities. Loans with other group companies are taken out on a fixed interest basis which minimises the level of interest rate risk.
The business is a lessee in respect of finance leased assets, The liquidity risk in respect of these is managed by ensuring that there are sufficient funds to meet the payments.
Auditor
HJS Accountants Limited were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
CIRET LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 5 -
Going concern
After making enquiries, the directors' have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.
On behalf of the board
Mr P J Phillips
Director
1 March 2024
CIRET LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 6 -
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). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
CIRET LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF CIRET LIMITED
- 7 -
Opinion
We have audited the financial statements of Ciret Limited (the 'company') for the year ended 31 December 2023 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity, the statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 December 2023 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
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 company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
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. 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 our 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.
CIRET LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CIRET LIMITED
- 8 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the 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, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
Auditor'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.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
Based on our understanding of the company and industry, we identified that the principal risks of noncompliance with laws and regulations related to breaches of UK regulatory principles, such as those governed by the relevant Landlord/tenancy regulations within the UK. We also considered the laws and regulations which have a direct impact on the financial statements such as the Companies Act 2006.
We evaluated 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 management bias in accounting estimates and judgemental areas of the financial statements.
Audit procedures performed by the audit engagement team included:
Discussions with senior management, including consideration of known or suspected instances of noncompliance with laws and regulation or instances of fraud;
Identifying and testing journal entries based on risk criteria;
Designing audit procedures to incorporate unpredictability around the nature, timing or extent of our testing;
Testing transactions entered into outside of the normal course of the company's business;
Reviewing any potential litigation or claims against the entity which indicate any potential noncompliance issues.
There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and obligations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.
CIRET LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CIRET LIMITED
- 9 -
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's 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.
Angela Trainor (Senior Statutory Auditor)
For and on behalf of HJS Accountants Limited
Chartered Accountants and Statutory Auditor
Tagus House
9 Ocean Way
Southampton
Hampshire
United Kingdom
SO14 3TJ
CIRET LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
- 10 -
2023
2022
Notes
£
£
Turnover
4
13,120,269
14,237,234
Cost of sales
(8,967,071)
(11,159,659)
Gross profit
4,153,198
3,077,575
Administrative expenses
(3,922,213)
(3,693,486)
Operating profit/(loss)
5
230,985
(615,911)
Interest receivable and similar income
9
6,194
53
Interest payable and similar expenses
10
(83,042)
(95,396)
Profit/(loss) before taxation
154,137
(711,254)
Tax on profit/(loss)
11
(20,286)
128,121
Profit/(loss) for the financial year
133,851
(583,133)
The profit and loss account has been prepared on the basis that all operations are continuing operations.
CIRET LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2023
31 December 2023
- 11 -
2023
2022
Notes
£
£
£
£
Fixed assets
Tangible assets
14
180,996
192,751
Current assets
Stocks
15
2,599,374
3,755,714
Debtors
16
2,246,363
3,168,040
Cash at bank and in hand
532,229
730,261
5,377,966
7,654,015
Creditors: amounts falling due within one year
17
(2,451,399)
(2,448,553)
Net current assets
2,926,567
5,205,462
Total assets less current liabilities
3,107,563
5,398,213
Creditors: amounts falling due after more than one year
18
(202,608)
(2,628,789)
Provisions for liabilities
Deferred tax liability
21
44,628
42,948
(44,628)
(42,948)
Net assets
2,860,327
2,726,476
Capital and reserves
Called up share capital
23
1,000
1,000
Profit and loss reserves
2,859,327
2,725,476
Total equity
2,860,327
2,726,476
CIRET LIMITED
BALANCE SHEET (CONTINUED)
AS AT
31 DECEMBER 2023
31 December 2023
- 12 -
The financial statements were approved by the board of directors and authorised for issue on 1 March 2024 and are signed on its behalf by:
Mr P J Phillips
Director
Company Registration No. 00674416
CIRET LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 13 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 January 2022
1,000
3,308,609
3,309,609
Period ended 31 December 2022:
Loss and total comprehensive income for the period
-
(583,133)
(583,133)
Balance at 31 December 2022
1,000
2,725,476
2,726,476
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
133,851
133,851
Balance at 31 December 2023
1,000
2,859,327
2,860,327
CIRET LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 14 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
27
1,863,733
495,557
Interest paid
(67,334)
(95,396)
Income taxes refunded/(paid)
43,534
(43,227)
Net cash inflow from operating activities
1,839,933
356,934
Investing activities
Purchase of tangible fixed assets
(33,393)
(52,136)
Proceeds from disposal of tangible fixed assets
100
Interest received
6,194
53
Net cash used in investing activities
(27,199)
(51,983)
Financing activities
Repayment of borrowings
(2,000,000)
(500,000)
Payment of finance leases obligations
(10,766)
(5,011)
Net cash used in financing activities
(2,010,766)
(505,011)
Net decrease in cash and cash equivalents
(198,032)
(200,060)
Cash and cash equivalents at beginning of year
730,261
930,321
Cash and cash equivalents at end of year
532,229
730,261
CIRET LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 15 -
1
Accounting policies
Company information
Ciret Limited is a private company limited by shares incorporated in England and Wales. The registered office is Fulflood Road, Havant, Hampshire, England, PO9 5AX.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
1.2
Going concern
Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
Revenue from contracts with customers is recognised when control of the goods or services are transferred to the customer at an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods and services. The company has concluded that it is the principal in its revenue arrangements as it typically controls the goods or services before transferring them to the customer
Revenue from the sale of goods is recognised at the point in time when control of the asset is transferred to the customer, generally on delivery of the goods. The normal credit term given is 30-90 days upon delivery. The company considers whether there are other promises in the contract that are separate performance obligations to which a proportion of the transaction price needs to be allocated. The company also considers the effects of variable consideration, including rebates and discounts, and the existence of any significant financing components.
1.4
Intangible fixed assets - goodwill
Goodwill represents the excess of the cost of acquisition of unincorporated businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which shall not exceed ten years if a realisable estimate of the useful life cannot be made.
For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.
CIRET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 16 -
1.5
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Trademarks, patents & licences
10 years straight line
1.6
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Leasehold improvements
8 years straight line
Plant and equipment
3 to 8 years straight line
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.
1.7
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets. A provision is made for any impairment loss and taken to the profit and loss account.
1.8
Stocks
Stocks are stated at the lower of cost and net realisable value on an average cost basis, after due regard for obsolete and slow moving stocks. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.
Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.
At each reporting date, stocks are assessed for impairment. If stocks are impaired, the loss is recognised immediately in the profit and loss.
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.
1.9
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 current liabilities.
CIRET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 17 -
1.10
Financial instruments
The company only enters into Basic financial instrument transactions.
Financial instruments are recognised in the company's balance sheet when the company 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.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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.
Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest.
CIRET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 18 -
Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
1.11
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.12
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The current tax liability is recognised for the tax payable on the taxable profit of the current and past periods. A current tax asset is recognised in respect of a tax loss that can be carried back to recover tax paid in a previous period.
Deferred tax
Deferred tax is recognised in respect of all timing differences between the recognition of income and expenses in the financial statements and their inclusion in the tax assessments.
Unrelieved tax losses and other deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.
The company's liability for current and deferred tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
1.13
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
CIRET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 19 -
1.14
Retirement benefits
A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee services in the current and prior periods
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due. If contribution payments exceed the contributions due for service, the excess is recognised as a prepayment.
1.15
Leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
1.16
Foreign exchange
The company's financial statements are presented in sterling, which is the company's functional currency.
Transactions in foreign currencies are initially recorded in the entity's functional currency by applying the spot exchange rate ruling at the date of transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the functional currency rate of exchange ruling at the balance sheet date.
All differences are taken to the income statement. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates at the date when fair value was determined.
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
CIRET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 20 -
3
Key accounting estimates
In the application of the Group's accounting policies, the stock provision is determined by the stock turn of each product:
2-3 years - 25%
3-4 years - 50%
Greater than 4 years - 100%
Stock impairment is carried out to value the goods at the lower of cost or current purchase price.
4
Turnover and other revenue
2023
2022
£
£
Turnover analysed by class of business
Sale of goods
12,887,723
14,030,333
Other revenue
232,546
206,901
13,120,269
14,237,234
2023
2022
£
£
Turnover analysed by geographical market
UK
11,779,238
12,505,998
Rest of Europe
1,268,607
1,618,108
Rest of World
72,424
113,128
13,120,269
14,237,234
2023
2022
£
£
Other revenue
Interest income
6,194
53
5
Operating profit/(loss)
2023
2022
Operating profit/(loss) for the year is stated after charging/(crediting):
£
£
Exchange losses/(gains)
118,781
(57,945)
Depreciation of owned tangible fixed assets
81,774
109,083
Profit on disposal of tangible fixed assets
-
(100)
Impairment of stocks recognised or reversed
(368,223)
108,044
Operating lease charges
50,292
53,256
CIRET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 21 -
6
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
10,525
10,450
7
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2023
2022
Number
Number
Sales, marketing and distribution
35
39
Their aggregate remuneration comprised:
2023
2022
£
£
Wages and salaries
1,148,775
1,094,388
Social security costs
111,585
124,550
Pension costs
29,442
32,910
1,289,802
1,251,848
8
Directors' remuneration
2023
2022
£
£
Remuneration for qualifying services
128,762
168,200
Company pension contributions to defined contribution schemes
3,428
3,797
132,190
171,997
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 1 (2022 - 2).
9
Interest receivable and similar income
2023
2022
£
£
Interest income
Interest on bank deposits
4,794
53
Other interest income
1,400
Total income
6,194
53
CIRET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
9
Interest receivable and similar income
(Continued)
- 22 -
2023
2022
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
4,794
53
10
Interest payable and similar expenses
2023
2022
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
159
307
Interest payable to group undertakings
80,325
94,250
80,484
94,557
Other finance costs:
Interest on finance leases and hire purchase contracts
2,558
839
83,042
95,396
11
Taxation
2023
2022
£
£
Current tax
Adjustments in respect of prior periods
77,023
(120,557)
Deferred tax
Origination and reversal of timing differences
(56,737)
(7,564)
Total tax charge/(credit)
20,286
(128,121)
CIRET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
11
Taxation
(Continued)
- 23 -
The actual charge/(credit) for the year can be reconciled to the expected charge/(credit) for the year based on the profit or loss and the standard rate of tax as follows:
2023
2022
£
£
Profit/(loss) before taxation
154,137
(711,254)
Expected tax charge/(credit) based on the standard rate of corporation tax in the UK of 25.00% (2022: 19.00%)
38,534
(135,138)
Tax effect of expenses that are not deductible in determining taxable profit
2,131
3,366
Tax effect of utilisation of tax losses not previously recognised
(43,360)
Unutilised tax losses carried forward
(58,417)
Adjustments in respect of prior years
101,776
Effect of change in corporation tax rate
(24,752)
10,308
Permanent capital allowances in excess of depreciation
2,694
(8,024)
Depreciation on assets not qualifying for tax allowances
1,680
1,367
Taxation charge/(credit) for the year
20,286
(128,121)
12
Impairments
Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:
2023
2022
Notes
£
£
In respect of:
Stocks
15
(368,223)
108,044
Recognised in:
Cost of sales
(368,223)
108,044
CIRET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 24 -
13
Intangible fixed assets
Goodwill
Trademarks, patents & licences
Total
£
£
£
Cost
At 1 January 2023 and 31 December 2023
12,497
7,500
19,997
Amortisation and impairment
At 1 January 2023 and 31 December 2023
12,497
7,500
19,997
Carrying amount
At 31 December 2023
At 31 December 2022
The aggregate amount of research and development expenditure recognised as an expense during the period is £nil (2022: £nil).
14
Tangible fixed assets
Leasehold improvements
Plant and equipment
Total
£
£
£
Cost
At 1 January 2023
405,710
711,767
1,117,477
Additions
70,019
70,019
At 31 December 2023
405,710
781,786
1,187,496
Depreciation and impairment
At 1 January 2023
334,993
589,733
924,726
Depreciation charged in the year
32,250
49,524
81,774
At 31 December 2023
367,243
639,257
1,006,500
Carrying amount
At 31 December 2023
38,467
142,529
180,996
At 31 December 2022
70,717
122,034
192,751
The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.
2023
2022
£
£
Plant and equipment
30,607
7,716
CIRET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 25 -
15
Stocks
2023
2022
£
£
Finished goods and goods for resale
2,599,374
3,755,714
16
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
1,891,787
2,771,591
Corporation tax recoverable
120,557
Other debtors
3,651
29,627
Prepayments and accrued income
292,508
246,265
2,187,946
3,168,040
2023
2022
Amounts falling due after more than one year:
£
£
Deferred tax asset (note 21)
58,417
Total debtors
2,246,363
3,168,040
17
Creditors: amounts falling due within one year
2023
2022
Notes
£
£
Obligations under finance leases
20
12,273
5,232
Other borrowings
19
500,000
Trade creditors
479,761
844,427
Amounts owed to group undertakings
133,054
144,578
Taxation and social security
213,212
317,090
Other creditors
42,529
98,005
Accruals and deferred income
1,070,570
1,039,221
2,451,399
2,448,553
CIRET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 26 -
18
Creditors: amounts falling due after more than one year
2023
2022
Notes
£
£
Obligations under finance leases
20
27,608
8,789
Other borrowings
19
2,500,000
Accruals and deferred income
175,000
120,000
202,608
2,628,789
19
Loans and overdrafts
2023
2022
£
£
Loans from group undertakings
500,000
2,500,000
Payable within one year
500,000
Payable after one year
2,500,000
The loan from the parent company is repayable by 31 December 2024 with interest accruing on a daily basis at 3.5% per annum. Interest is paid on a quarterly basis.
20
Finance lease obligations
2023
2022
Future minimum lease payments due under finance leases:
£
£
Within one year
12,273
5,232
In two to five years
27,608
8,789
39,881
14,021
Finance lease payments represent rentals payable by the company for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 5 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.
21
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
Assets
Assets
2023
2022
2023
2022
Balances:
£
£
£
£
Accelerated capital allowances
44,628
42,948
58,417
-
CIRET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
21
Deferred taxation
(Continued)
- 27 -
2023
Movements in the year:
£
Liability at 1 January 2023
42,948
Credit to profit or loss
(56,737)
Asset at 31 December 2023
(13,789)
The deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.
22
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
29,442
32,910
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.
Contributions amounting to £6,831 (2022: £6,884) were payable to the scheme at the year end and are included in creditors.
23
Share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of £1 each
1,000
1,000
1,000
1,000
Rights, preferences and restrictions
Ordinary shares have the following rights, preferences and restrictions
Full voting rights
24
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
2023
2022
£
£
Within one year
741,549
705,557
Between two and five years
3,646,873
1,492,015
4,388,422
2,197,572
CIRET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
24
Operating lease commitments
(Continued)
- 28 -
The amount of non-cancellable operating lease payments recognised as an expense during the year was £585,911 (2022: £544,814).
25
Related party transactions
Remuneration of key management personnel
The remuneration of key management personnel is as follows.
2023
2022
£
£
Aggregate compensation
305,346
346,633
Transactions with related parties
Summary of transactions with parent
Storch-Ciret GmbH Management Charges
Summary of transactions with entities under common control
Normal commercial trading
During the year the company entered into the following transactions with related parties:
Purchase of goods
Rendering of services
Total
2023
£
£
£
Entities with control, joint control or significant influence over the company
92,115
243,995
336,110
Entities under common control
1,426,322
338,675
1,764,997
Other related parties
208,629
-
208,629
1,727,066
582,670
2,309,736
Purchase of goods
Rendering of services
Total
2022
£
£
£
Entities with control, joint control or significant influence over the company
173,623
226,171
399,794
Entities under common control
1,545,936
277,174
1,823,110
Other related parties
202,353
-
202,353
1,921,912
503,345
2,425,257
CIRET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
25
Related party transactions
(Continued)
- 29 -
2023
2022
Amounts due to related parties
£
£
Entities with control, joint control or significant influence over the company
15,750
-
Entities under common control
117,305
144,578
Loans from related parties
Parent
2023
£
At start of period
2,500,000
Repaid
(2,000,000)
Advance
-
At end of period
500,000
2022
£
At start of period
3,000,000
Repaid
(1,500,000)
Advance
1,000,000
At end of period
2,500,000
26
Ultimate controlling party
The company's immediate parent is Storch-Ciret Holdings GmbH, incorporated in Germany.
The ultimate parent is MWZ Stiftung Storch-Ciret, incorporated in Germany.
The most senior parent entity producing publicly available financial statements is Storch-Ciret Holdings GmbH. These financial statements are available upon request from German Company Register database www.unternehmensregister.de.
The ultimate controlling party is Horst-Werner Rogusch.
CIRET LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 30 -
27
Cash generated from operations
2023
2022
£
£
Profit/(loss) for the year after tax
133,851
(583,133)
Adjustments for:
Taxation charged/(credited)
20,286
(128,121)
Finance costs
83,042
95,396
Investment income
(6,194)
(53)
Gain on disposal of tangible fixed assets
-
(100)
Depreciation and impairment of tangible fixed assets
81,774
109,083
Movements in working capital:
Decrease in stocks
1,156,340
1,347,878
Decrease in debtors
859,537
163,754
Decrease in creditors
(464,903)
(509,147)
Cash generated from operations
1,863,733
495,557
28
Analysis of changes in net debt
1 January 2023
Cash flows
New finance leases
31 December 2023
£
£
£
£
Cash at bank and in hand
730,261
(198,032)
-
532,229
Borrowings excluding overdrafts
(2,500,000)
2,000,000
-
(500,000)
Obligations under finance leases
(14,021)
10,766
(36,626)
(39,881)
(1,783,760)
1,812,734
(36,626)
(7,652)
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