Company registered number
07293380
Imperial Mining, Minerals and Chemicals Trading UK Ltd
Group Accounts
For the year ended 31 December 2022
Imperial Mining, Minerals and Chemicals Trading UK Ltd
Group Accounts
Contents
Page
Strategic Report 1 to 2
Directors' Report 3 to 4
Independent Auditor's report 5 to 7
Group Profit and Loss Account 8
Group Statement of Comprehensive Income 9
Group and Company Balance Sheets 10
Group and Company Statements of Changes in Equity 11
Group Cash Flow Statement 12
Notes to the Accounts 13 to 19
Imperial Mining, Minerals and Chemicals Trading UK Ltd
Strategic Report
for the year ended 31 December 2022
The directors present their strategic report for Imperial, Minerals and Chemicals Trading UK Ltd (the ‘Company’ or ‘Imperial UK’) and its subsidiaries (together the ‘Group’) for the year ended 31 December 2022.
Review of the business
The Company has two subsidiary companies: Mining Mineral and Commodity Trading LLC ('MMCT' or the ‘US subsidiary’) and Imperial Mining, Minerals and Chemicals GmbH ('Imperial Germany' or the ‘German subsidiary’).
The Group has two distinct lines of businesses both involving soda ash. Imperial UK and Imperial Germany act as compliance agents under chemicals regulations in the UK and the EU for exports of ash soda by related companies from Turkey to those territories. MMCT trades in soda ash itself, buying from related companies in Turkey through their sales agent in the UK and selling in the USA.
MMCT's turnover increased increased to £20,620,615 in 2022 (2021: £19,681,923). It operates a reseller model which builds its product purchase costs as well as shipping and other direct costs into its selling prices.
Principal risks and uncertainties
The directors are responsible for the Group’s risk management and for reviewing its effectiveness. The following risks are managed by the Group’s management team:
Risk Description of risk Response to risk
Funding Any failure to forecast and work within the Group’s financial structure could impact liquidity and lead to an inability to deliver the business objectives. Any inability to access external funding, if necessary, may also pose a risk. The Group regularly reviews its cash flow, working capital and funding options, and aims to maintain a prudent approach to budgeting and planning to ensure sufficient working capital to meet commitments.
Political The Group sells products in the USA and earns agency fees in the UK and the EU on supplies wholly originating from related entities in Turkey. The Group monitors developments in Turkey although these can be difficult to predict. The Group endeavours to maintain positive relationships with key stakeholders in Turkey and the USA.
Product price The Group is reliant mainly on sales revenue of soda ash by MMCT in the USA. The decrease in soda ash prices can lead to loss of value and have an adverse effect on revenue, margins, profitability and cash flow. The Group continues to monitor its cost structure to ensure that it is aligned to onward sales. As MMCT does not produce ash soda but operates a reseller model, it seeks to minimise the price fluctuation risks mainly by managing its purchases.
Foreign exchange fluctuation The Group’s business is dependent on related party suppliers operating with Turkish Lira (TRY) as their functional currency. The continuing devaluation of the TRY since 2020 presents challanging conditions locally. The Group’s agency fees are receivable in EUR and the sales of soda ash are receivable in USD with its cost of supply also anchored in USD. Therefore, the Group expects to maintain a neutral exposure to developments in TRY.
Local laws and regulations The Group operates in the UK, the EU and the USA, requiring compliance with local laws and regulations in these jurisdictions. Non-compliance would impede the Group’s ability to continue to operate or cause fines and penalties and damage to the Group’s reputation or credit rating. Specific expertise is required to ensure compliance with local laws and regulations. The Group ensures this by consulting with external experts where there is ambiguity or new laws and regulations that need to be addressed. The Group is not directly exposed to laws and regulations in Turkey which remain the domain of its suppliers.
Development and performance
Imperial UK has made a profit of £8,052 in 2022 (2021: £16,875 loss ) and is expecting to continue on a small profit-making trajectory.
Imperial Germany made a profit of £34,491 in 2022 (2021: £4,338). Following the reporting date, Imperial Germany left the Group on 29 February 2024.
MMCT made a loss of £288,382 (2021: £1,289,668 profit). Following the end of an arrangement in late 2021 with a related party who had acted as MMCT's sales intermediary for many years, MMCT retained the same ultimate client base for direct sales in 2022 but was unable to renew these sales contracts in 2023 just as it had entered new 5-year expenditure commitments for new marine services. MMCT faces a challanging outlook, but has plans to improve revenue and reduce expenses to improve gross profit and increase cash flows from operations.
As described in Note 2.3 to the accounts, the directors consider that, whilst a material uncertainty related to going concern exists, the Group will continue to be able to meet its liabilities as they fall due for at least 12 months from the date of their approval of these Group Accounts.
2022 2021
Financial key performance indicators £ £
Turnover 20,730,150 19,719,888
Gross profit 1,142,105 2,230,752
(Loss)/profit for the year (245,839) 1,277,131
Net cash (outflow)/inflow from operating activities (461,834) 1,591,985
Cash at bank 213,480 1,970,342
Bank borrowing - 1,731,345
As in previous years, the Group’s results are predominantly attributable to MMCT. Gross profit decreased in 2022 due to competitive pressures in the USA, leading to a net loss in that year, which is set to continue until sales volume and margins improve. MMCT repaid its bank borrowing in 2022 as planned but new finance may be required again in future.
This strategic report was approved by the board on 4 April 2024 and signed on its behalf by:
Erdoğan Erdoğan
Director
Imperial Mining, Minerals and Chemicals Trading UK Ltd
Directors' Report
for the year ended 31 December 2022
The directors present their report and audited accounts for Imperial Mining, Minerals and Chemicals Trading UK Ltd (the 'Company') and its subsidiaries (together the 'Group') for the year ended 31 December 2022.
Principal activities
During the year the Group's principal activity continued to be the US subsidiary's wholesale soda ash trading in that country, while the UK parent company and the German subsidiary continued to act as compliance agents under the UK and EU chemicals regulations.
Events after the reporting date
During the year ended 31 December 2023, the US subsidiary was unable to renew its customer contracts, which formed all its revenue base for the year ended 31 December 2022. Also during the year ended 31 December 2023, the US subsidiary entered into a new marine services purchase agreement which commits it to minimum annual expenditure of approximately $2 million for 5 years. The German subsidiary left the Group on 29 February 2024.
Future developments
The US subsidiary has plans to improve revenue and reduce expenses to improve gross profit and increase cash flows from operations. The directors consider that, whilst a material uncertainty related to going concern exists, the Group will continue to be able to meet its liabilities as they fall due for at least 12 months from the date of their approval of these Group Accounts.
Dividends
No dividends were paid or are proposed for 2022.
Directors
The following persons served as directors of the Company during the year:
Mehmet Ali Erdoğan
Erdoğan Erdoğan
Directors' responsibilities
The directors are responsible for preparing the strategic report, the directors' report and the Group accounts in accordance with applicable law and regulations.
Company law requires the directors to prepare accounts for each financial year. Under that law the directors have elected to prepare the accounts 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 accounts unless they are satisfied that they give a true and fair view of the state of affairs of the Group and the Company and of the profit or loss of the Group for that period. In preparing these accounts, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and estimates that are reasonable and prudent;
prepare the accounts on the going concern basis unless it is inappropriate to presume that the Group and the Company will continue in business.
The directors are responsible for ensuring that the Group and the Company keep adequate accounting records that are sufficient to show and explain the Group's and the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Group and the Company and enable them to ensure that the accounts comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Group and the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Disclosure of information to auditors
Each person who was a director at the time this report was approved confirms that:
so far as he is aware, there is no relevant audit information of which the Company's auditor is unaware; and
he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the Company's auditor is aware of that information.
This report was approved by the board on 4 April 2024 and signed on its behalf by:
Erdoğan Erdoğan
Director
Imperial Mining, Minerals and Chemicals Trading UK Ltd
Independent Auditor's Report
to the member of Imperial Mining, Minerals and Chemicals Trading UK Ltd
Opinion
We have audited the accounts of Imperial Mining, Minerals and Chemicals Trading UK Ltd (the 'Company') and its subsidiaries (together the 'Group') for the year ended 31 December 2022 which comprise the Group Profit and Loss Account, the Group Statement of Comprehensive Income, the Group and Company Balance Sheets, the Group and Company Statements of Changes in Equity, the Group Cash Flow Statement and Notes to the accounts, 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 the Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
In our opinion the accounts:
give a true and fair view of the state of the Group's and of the Company's affairs as at 31 December 2022 and of the Group's loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
Basis of 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 accounts section of our report. We are independent of the Group and the Company in accordance with the ethical requirements that are relevant to our audit of the accounts 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.
Material uncertainty related to going concern
We draw attention to Note 2.3 in the accounts, which sets out matters which indicate that a material uncertainty exists that may cast significant doubt on the Group's ability to continue as a going concern. Our opinion is not modified in respect of this matter.
In auditing the accounts, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the accounts is appropriate.
Our responsibilties and the responsibilties of the directors with respect to going concern are described in the relevant secions of this report.
Other information
The other information comprises the information included in the annual report other than the accounts and our auditor’s report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the accounts 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 accounts 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 accounts 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 directors’ report for the financial year for which the accounts are prepared is consistent with the accounts; 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 the light of the knowledge and understanding of the Group and the 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 Company, or returns adequate for our audit have not been received from branches not visited by us; or
the Company's accounts are not in agreement with the accounting records and returns; or
certain disclosures of directors’ remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the directors’ responsibilities statement set out within the directors' report, the directors are responsible for the preparation of the accounts 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 accounts that are free from material misstatement, whether due to fraud or error.
In preparing the accounts, the directors are responsible for assessing the Group and 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 Group or the Company or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the accounts
Our objectives are to obtain reasonable assurance about whether the accounts 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 accounts.
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 described below:
The Company comes within the audit requirement by reason of being part of a non-small group whereas it would have been exempt as an individually small company. In common with many other entities in the smaller spectrum, the Group and the Company currently operate simple accounting systems and controls which are inherently capable of override not least by the directors themselves. Therefore, in the absence of key controls relevant to our audit procedures, our audit approach primarily comprised of substantive tests of transactions and balances rather than compliance tests of systems and controls.
Whilst we expect this approach to be capable of detecting material irregularities, including fraud, the absence of a systematic control environment increases possibilities that some irregularities may escape detection. Irregularities that result from fraud may also be inherently more difficult to detect than irregularities that result from error.
Our work also includes a consideration of the legal and regulatory framework applicable to the entity and the sector in which it operates and whether there are any instances of non-compliance which may impact the accounts.
As part of our work, we discuss all our significant concerns or findings as to possible material misstatements with the directors with a view to corrective or preventative action. Such concerns or discoveries may not necessarily impact our audit report unless we judge that the truth and fairness of the accounts are affected, in which case we may modify our audit opinion in part or as a whole. Our opinion in our present report is not modified in these respects.
A further description of our responsibilities for the audit of the accounts is available on the Financial Reporting Council’s website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Use of our report
This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members as a body, for our audit work, for this report, or for the opinions we have formed.
Tuğrul Kaban
Senior Statutory Auditor
for and on behalf of
Kaban & Company Ltd
Chartered Accountants and Statutory Auditors
Albany Chambers, 26 Bridge Road East, Welwyn Garden City, Hertfordshire, AL7 1HL
4 April 2024
Imperial Mining, Minerals and Chemicals Trading UK Ltd
Group Profit and Loss Account
for the year ended 31 December 2022
Notes 2022 2021
£ £
Turnover 4 20,730,150 19,719,888
Cost of sales (19,588,045) (17,489,136)
Gross profit 1,142,105 2,230,752
Administrative expenses (1,384,044) (429,527)
Operating (loss)/profit (241,939) 1,801,225
Interest expense 6 (12,789) (66,506)
(Loss)/profit before taxation 7 (254,728) 1,734,719
Tax relief/(charge) on (loss)/profit 8 8,889 (457,588)
(Loss)/profit for the year (245,839) 1,277,131
(Loss)/profit attributable to:
Owners of the parent company (245,839) 1,277,131
Imperial Mining, Minerals and Chemicals Trading UK Ltd
Group Statement of Comprehensive Income
for the year ended 31 December 2022
2022 2021
£ £
(Loss)/profit for the year (245,839) 1,277,131
Other comprehensive income:
Currency translation differences arising on consolidation 436,317 41,088
Total comprehensive income for the year 190,478 1,318,219
Total comprehensive income attibutable to:
Owners of the parent company 190,478 1,318,219
Imperial Mining, Minerals and Chemicals Trading UK Ltd Company registered number
Group and Company Balance Sheets 07293380
as at 31 December 2022
GROUP GROUP COMPANY COMPANY
Notes 2022 2021 2022 2021
£ £ £ £
Fixed assets
Tangible assets 9 57,678 70,084 - 238
Investments in subsidiaries 10 - - 50,398 50,398
57,678 70,084 50,398 50,636
Current assets
Stocks 11 982,397 2,817,229 - -
Debtors 12 6,311,612 4,762,190 84,087 34,520
Cash at bank 213,480 1,970,342 13,380 24,184
7,507,489 9,549,761 97,467 58,704
Creditors: amounts falling due within one year 13 (3,604,757) (5,819,522) (151,534) (121,061)
Net current assets/(liabilities) 3,902,732 3,730,239 (54,067) (62,357)
Total assets less current liabilities 3,960,410 3,800,323 (3,669) (11,721)
Provision for deferred tax liabilities - (30,391) - -
Net assets/(liabilities) 3,960,410 3,769,932 (3,669) (11,721)
Capital and reserves
Share capital 15 100 100 100 100
Translation reserve 16 394,772 (41,545) - -
Retained earnings 17 3,565,538 3,811,377 (3,769) (11,821)
Total equity of owners of the parent company 3,960,410 3,769,932 (3,669) (11,721)
The accounts were approved by the board on 4 April 2024 and signed on its behalf by:
Erdoğan Erdoğan
Director
Imperial Mining, Minerals and Chemicals Trading UK Ltd
Group and Company Statements of Changes in Equity
for the year ended 31 December 2022
GROUP GROUP GROUP GROUP
Share Translation Retained Total
capital reserve earnings equity
GROUP
£ £ £ £
At 1 January 2021 100 (82,633) 2,534,246 2,451,713
Profit for the year - - 1,277,131 1,277,131
Currency translation differences on consolidation - 41,088 - 41,088
Other comprehensive income for the year - 41,088 - 41,088
Total comprehensive income for the year - 41,088 1,277,131 1,318,219
At 31 December 2021 100 (41,545) 3,811,377 3,769,932
At 1 January 2022 100 (41,545) 3,811,377 3,769,932
Loss for the year - - (245,839) (245,839)
Currency translation differences on consolidation - 436,317 - 436,317
Other comprehensive income for the year - 436,317 - 436,317
Total comprehensive income for the year - 436,317 (245,839) 190,478
At 31 December 2022 100 394,772 3,565,538 3,960,410
COMPANY COMPANY COMPANY COMPANY
Share Translation Retained Total
capital reserve earnings equity
COMPANY
£ £ £ £
At 1 January 2021 100 - 5,054 5,154
Loss for the year - - (16,875) (16,875)
At 31 December 2021 100 - (11,821) (11,721)
At 1 January 2022 100 - (11,821) (11,721)
Profit for the year - - 8,052 8,052
At 31 December 2022 100 - (3,769) (3,669)
Imperial Mining, Minerals and Chemicals Trading UK Ltd
Group Cash Flow Statement
for the year ended 31 December 2022
Notes 2022 2021
£ £
Cash flow from operating activities:
Operating (loss)/profit, per Group Profit and Loss Account (241,939) 1,801,225
Adjustments for non-cash operating items:
Tangible assets depreciation 12,406 7,965
Decrease in stocks 1,834,832 457,881
(Increase)/decrease in trade and other debtors (1,549,422) 3,836,766
Decrease in trade and other creditors (430,000) (4,484,342)
Cash (outflow)/inflow from operating activities (374,123) 1,619,495
Interest paid (12,789) (66,506)
Tax paid (74,922) 38,996
Net cash (outflow)/inflow from operating activities (461,834) 1,591,985
Cash flow from investing activities:
Payments for tangible assets additions - (42,314)
Cash flow from financing activities:
Decrease in bank loans 14 (1,731,345) (27,026)
Currency translation differences on consolidation 436,317 41,088
Net (decrease)/increase in cash balances (1,756,862) 1,563,733
Net cash balances at the start of the year 1,970,342 406,609
Net cash balances at the end of the year 213,480 1,970,342
Net cash balances at the end of the year is made up of:
Cash at bank 14 213,480 1,970,342
Imperial Mining, Minerals and Chemicals Trading UK Ltd
Notes to the Accounts
for the year ended 31 December 2022
1 Company information
Imperial Mining, Minerals and Chemicals Trading UK Ltd (the 'Company') is a private company limited by shares, incorporated in England and registered at Unit 7, Kinetica, 13 Ramsgate Street, London, E8 2FD.
2 Accounting policies
2.1 Basis of preparation
The accounts have been prepared under the historical cost convention and in accordance with FRS 102, The Financial Reporting Standard applicable in the UK and Republic of Ireland.
2.2 Basis of consolidation
The accounts include the results and net assets of the Company and its subsidiaries (together the 'Group'). Intra-group transactions and balances are eliminated on consolidation. The Group Accounts are on the basis that the Group qualifies as a medium-sized Group.
2.3 Going concern
The Group made a loss in the year ended 31 December 2022 although the Group’s current assets still exceeded its current liabilities as at 31 December 2022. During the year ended 31 December 2023, the US subsidiary was unable to renew its customer contracts, which formed all its revenue base for the year ended 31 December 2022. Also during the year ended 31 December 2023, the US subsidiary entered into a new marine services purchase agreement which commits it to minimum annual expenditure of approximately $2 million for 5 years. The US subsidiary has plans to improve revenue and reduce expenses to improve gross profit and increase cash flows from operations.
The Group’s forecasts indicate that the US subsidiary will need to obtain significant new customer contracts or obtain new debt or equity financing in order for the Group to continue as a going concern for a period of at least 12 months from the date of the directors' approval of the Group Accounts.
The directors consider that, whilst a material uncertainty related to going concern exists, the Group will continue to be able to meet its liabilities as they fall due for at least 12 months from the date of their approval of these Group Accounts. The directors also confirm that their plans for future actions required to enable the Group to continue as a going concern are feasible. Therefore, the directors consider that the going concern basis remains appropriate for preparing the Group's Accounts.
2.4 Functional and presentation currency
The functional currency of each entity within the Group is that of the primary economic environment in which the entity operates. The presentation currency at Group level is Pound sterling ("£").
2.5 Turnover
Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover includes revenue earned from the sale of goods and the rendering of services.Turnover from the sale of goods is recognised at the point of sale. Turnover from the rendering of services is recognised on completion of the service.
2.6 Tangible assets
Tangible fixed assets are measured at cost less accumulative depreciation and any accumulative impairment losses. Depreciation is provided on tangible fixed assets at rates calculated to write off the cost less estimated residual value of each asset evenly over its expected useful life, as follows:
Equipment over 4 - 5 years
2.7 Investments in subsidiaries
Investments in subsidiaries are measured at cost less any accumulative impairment losses. Subsidiaries are consolidated for the duration that the Group has control. Control comprises the power to govern the financial and operating policies of the investee so as to obtain benefit from its activities and is achieved through direct or indirect ownership of voting rights. The accounts of subsidiaries are prepared for the same reporting period as the Company and for the most part using consistent accounting policies. Where the accounting policies of the subsidiaries differ from those of the Company, they are aligned to the accounting policies of the Company for the purpose of the Group accounts.
2.8 Stocks
Stocks of goods held for resale are measured at the lower of cost and net realisable value, using the first-in-first-out method. Cost includes attributable costs of acquisition and sale. Provision is made for damaged, obsolete and slow-moving stock where appropriate. The carrying amount of stock sold is recognised as an expense in the period in which the related revenue is recognised.
2.9 Debtors
Short term debtors are measured at transaction price less any impairment losses for bad and doubtful debts. Longer term loans and other financial assets are initially recognised at transaction price including any transaction costs and subsequently measured at amortised cost determined using the effective interest method, less any impairment losses for bad and doubtful debts.
2.10 Creditors
Short term creditors are measured at transaction price. Longer term loans and other financial liabilities are initially recognised at transaction price net of any transaction costs and subsequently measured at amortised cost determined using the effective interest method.
2.11 Taxation
A 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 is recognised in respect of all timing differences between the recognition of income and expenses in the accounts and their inclusion in tax assessments. Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference. Current and deferred tax assets and liabilities are not discounted.
2.12 Impairment
Assets not measured at fair value are reviewed for any indication that the asset may be impaired at each balance sheet date. If such indication exists, the recoverable amount of the asset, or the asset's cash generating unit, is estimated and compared to the carrying amount. Where the carrying amount exceeds its recoverable amount, an impairment loss is recognised in the profit and loss account unless the asset is carried at a revalued amount, in which case the impairment loss is a revaluation decrease.
2.13 Foreign currency translation
Transactions in foreign currencies are initially recognised at the rate of exchange ruling at the date of the transaction. At the end of each reporting period foreign currency monetary items are translated at the closing rate of exchange. Non-monetary items that are measured at historical cost are translated at the rate ruling at the date of the transaction. All differences are eliminated to the profit and loss account, except for translation differences on consolidation which are eliminated to the translation reserve.
2.14 Operating leases
Operating lease payments are recognised as an expense on a straight line basis over the lease term.
2.15 Key sources of estimation uncertainty, and signficiant judgments not involving estimation
The accounts preparation process of the US subsidiary did not include a full count of stocks at 31 December 2022 but was based on management's tracking of stock movement and estimates of stock shrinkage. There were no other key assumptions concerning the future or key sources of estimation uncertainty at the balance sheet date that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year. There were no other signficant judgments, not involving estimation, made in the process of applying the Group's and the Company's accounting policies.
3 Company profit and loss account
The Company has taken the option provided in Section 408 of the Companies Act 2006 not to present its individual profit and loss account in addition to the Group profit and loss account that is presented.
GROUP GROUP
4 Turnover 2022 2021
£ £
Turnover analysis by activity and geographical area:
Soda ash sales in the USA 20,620,615 19,681,923
Representation fees in the UK and the EU 109,535 37,965
20,730,150 19,719,888
GROUP GROUP
5 Employees and directors 2022 2021
£ £
Directors' remuneration 202,393 6,399
Directors' benefits-in-kind 36,451 28,132
Staff salaries 200,506 -
Staff benefits-in-kind 2,554 -
Staff pensions contributions 2,449 -
Employer social security costs 26,441 -
470,794 34,531
Number of persons employed:
Management and administration 3 2
Amounts attributable to highest paid director 232,445 28,132
GROUP GROUP
6 Interest expense 2022 2021
£ £
Interest on bank loan 12,789 66,506
GROUP GROUP
7 (Loss)/profit before taxation 2022 2021
£ £
(Loss)/profit before taxation is stated after charging:
Depreciation of tangible assets 12,406 7,965
Operating lease rentals 547,458 54,946
Auditor's remuneration - parent Company 36,199 14,618
Auditor's remuneration - subsidiaries 74,979 -
Exchange differences 644 240
GROUP GROUP
8 Tax 2022 2021
£ £
Tax on profit
Current tax:
UK corporation tax - -
Non-UK tax 21,502 427,197
Total current tax 21,502 427,197
Deferred tax:
US reversal of temporary timing differences (30,391) 30,391
Tax (relief)/charge on (loss)/profit (8,889) 457,588
Reconciliation of current tax charge
(Loss)/profit before tax (254,728) 1,734,719
Tax which would be due at 19% UK standard rate (48,398) 329,597
Difference with actual tax is due to effects of:
Tax not arising on loss-making group companies 56,764 2,742
Relief against losses brought forward (6,887) (824)
Additional tax allowances available (39) (47)
Expenses not deductable for tax purposes 444 511
Prior year tax calculations adjustments 20,014 -
Tax rate differential of non-UK jurisdictions (396) 95,218
Total current tax 21,502 427,197
GROUP COMPANY
9 Tangible assets 2022 2022
£ £
Cost
At 1 January 2022 92,900 949
At 31 December 2022 92,900 949
Depreciation
At 1 January 2022 22,816 711
Charge for the year 12,406 238
At 31 December 2022 35,222 949
Net book value
At 31 December 2022 57,678 -
At 31 December 2021 70,084 238
COMPANY
10 Investments in subsidiaries 2022
£
Cost
At 1 January 2022 50,398
At 31 December 2022 50,398
Capital and Profit/(loss)
As at 31 December 2022 the Company holds 100% of reserves for the year
the ordinary share capital of the following companies: £ £
Mining Mineral Commodity Trading LLC 3,984,106 (288,382)
Imperial Mining, Minerals and Chemicals GmbH 30,371 34,491
The registered address of Mining Mineral Commodity Trading LLC is 1675 South State Street, Suite B, Dover, Kent County, Delaware 19901, USA, and that of Imperial Mining, Minerals and Chemicals GmbH is Konigsallee 2b, 40212 Dusseldorf, Germany.
GROUP GROUP COMPANY COMPANY
11 Stocks 2022 2021 2022 2021
£ £ £ £
Soda ash held for resale 982,397 2,817,229 - -
GROUP GROUP COMPANY COMPANY
12 Debtors 2022 2021 2022 2021
£ £ £ £
Trade debtors 6,208,429 3,656,146 - 8,818
Amounts owed by group undertakings - - 15,839 6,614
Other debtors 4,401 991,226 4,401 3,971
Prepayments and accrued income 98,782 114,818 63,847 15,117
6,311,612 4,762,190 84,087 34,520
GROUP GROUP COMPANY COMPANY
13 Creditors: amounts falling due within one year 2022 2021 2022 2021
£ £ £ £
Bank loan - 1,731,345 - -
Trade creditors 2,876,088 3,332,756 - 1,248
Taxation and social security 559,863 613,283 - -
Other creditors 81,019 69,879 80,917 64,378
Accruals and deferred income 87,787 72,259 70,617 55,435
3,604,757 5,819,522 151,534 121,061
14 Changes in net debt Bank Cash Net
loan at bank surplus/(debt)
£ £ £
GROUP
At 1 January 2022 (1,731,345) 1,970,342 238,997
Bank loan repayments 1,731,345 - 1,731,345
Cash flows - (1,756,862) (1,756,862)
At 31 December 2022 - 213,480 213,480
COMPANY
At 1 January 2022 - 24,184 24,184
Cash flows (10,804) (10,804)
At 31 December 2022 - 13,380 13,380
GROUP GROUP COMPANY COMPANY
15 Share capital 2022 2021 2022 2021
£ £ £ £
Allotted, called up and fully paid:
100 Ordinary shares of £1 each 100 100 100 100
GROUP GROUP COMPANY COMPANY
16 Translation reserve 2022 2021 2022 2021
£ £ £ £
At 1 January 2022 (41,545) (82,633) - -
Currency differences arising on consolidation 436,317 41,088 - -
At 31 December 2022 394,772 (41,545) - -
GROUP GROUP COMPANY COMPANY
17 Retained earnings 2022 2021 2022 2021
£ £ £ £
At 1 January 2022 3,811,377 2,534,246 (11,821) 5,054
(Loss)/profit for the year (245,839) 1,277,131 8,052 (16,875)
At 31 December 2022 3,565,538 3,811,377 (3,769) (11,821)
18 Events after the reporting date
During the year ended 31 December 2023, the US subsidiary was unable to renew its customer contracts, which formed all its revenue base for the year ended 31 December 2022. Also during the year ended 31 December 2023, the US subsidiary entered into a new marine services purchase agreement which commits it to minimum annual expenditure of approximately $2 million for 5 years.

The German subsidiary left the Group on 29 February 2024.
GROUP GROUP COMPANY COMPANY
19 Commitments under leases 2022 2021 2022 2021
£ £ £ £
Total future minimum payments under non-cancellable operating leases falling due: -
Not later than one year 426,728 398,993 - -
Later than one year and not later than five years 1,661,267 1,493,906 - -
Later than five years 415,317 742,004 - -
2,503,312 2,634,903 - -
GROUP GROUP COMPANY COMPANY
20 Related parties 2022 2021 2022 2021
£ £ £ £
The Group and the Company had the following transactions during the year and outstanding balances at the end of the year with related parties. All related party transactions were carried out under normal market conditions. Outstanding debtor and creditor balances are interest-free and unsecured.
Transactions with entities outside the Group but under the control of the same ultimate beneficial owner:
Turnover 109,534 19,659,747 62,517 30,277
Cost of sales 12,566,233 12,850,439 - -
Administrative expenses 503,580 50,135 - -
Balances with entities outside the Group but under the control of the same ultimate beneficial owner:
Trade debtors 61,362 3,595,621 - 8,818
Other debtors - 986,401 - 1,886
Accrued income 95,770 18,896 63,847 15,117
Trade creditors 2,531,400 3,286,185 - -
Other creditors 44,313 34,902 44,313 29,695
Balances with the immediate controlling party:
Other debtors 2,481 - 2,481 -
Balances with the ultimate beneficial owner:
Other creditors 33,829 33,829 33,829 33,829
Balances with key management personnel:
Other creditors 2,774 854 2,774 854
21 Controlling party
The Company is a wholly owned subsidiary of Mining, Minerals and Chemicals Ltd (the 'immediate controlling party'), registered at Palm Grove House, PO Box 438, Road Town, Tortola, British Virgin Islands. The ultimate beneficial owner is Mr Turgay Ciner.
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