REGISTERED NUMBER: 10599949 (England and Wales) |
Dipwood Holdings Limited |
Group Strategic Report, Directors' Report and |
Consolidated Financial Statements |
for the Year Ended 31 December 2023 |
REGISTERED NUMBER: 10599949 (England and Wales) |
Dipwood Holdings Limited |
Group Strategic Report, Directors' Report and |
Consolidated Financial Statements |
for the Year Ended 31 December 2023 |
Dipwood Holdings Limited (Registered number: 10599949) |
Contents of the Consolidated Financial Statements |
for the Year Ended 31 December 2023 |
Page |
Company information | 1 |
Group strategic report | 2 |
Directors' report | 4 |
Report of the independent auditors | 6 |
Consolidated statement of comprehensive income | 10 |
Consolidated statement of financial position | 11 |
Company statement of financial position | 12 |
Consolidated statement of changes in equity | 13 |
Company statement of changes in equity | 14 |
Consolidated statement of cash flows | 15 |
Notes to the consolidated statement of cash flows | 16 |
Notes to the consolidated financial statements | 17 |
Dipwood Holdings Limited |
Company Information |
for the Year Ended 31 December 2023 |
Directors: |
Registered office: |
Registered number: |
Auditors: |
Bank House |
Broad Street |
Spalding |
Lincolnshire |
PE11 1TB |
Dipwood Holdings Limited (Registered number: 10599949) |
Group Strategic Report |
for the Year Ended 31 December 2023 |
The directors present their strategic report of the company and the group for the year ended 31 December 2023. |
We aim to present a balanced and comprehensive review of the development and performance of our business during the year and its position at the year end. Our review is consistent with the size and non-complex nature of our business and is written in the context of the risks and uncertainties we face. |
Review of business |
The group's activities are organised in the following divisions:- |
Processed pork |
Dicing |
Goose fat |
Meat shop |
As usual the price of meat fluctuated throughout the financial year due to market conditions including the |
change in farming costs and other demand for meat from the market. Unfortunately, this has affected our gross profit margin in the period but we have since reacted to this in the current period and due to efficient buying and stockholding, the margin has returned to normal levels. We have also continued to explore the development of other value added products. |
Principal risks and uncertainties |
As for many businesses of our size, the economic climate in which we are operating will have some effect on |
the company's operations for the forthcoming period. However we are closely monitoring purchasing and |
selling prices because we operate in a small margin business and this control remains key to the |
management of our overhead costs and the overall success of the business. |
The uncertainties over energy prices and raw material price fluctuations are risks to the group and are outside of our control. However the group has introduced measures and policies to mitigate these risks as much as it |
can. |
Development and performance |
The group ended the financial year in a profitable position and was in line with expectations. |
The group is looking to continue its excellent service to existing customers and also increase its customer base by supplying further added value products, by carrying out Research and Development projects and expanding into niche markets. |
Dipwood Holdings Limited (Registered number: 10599949) |
Group Strategic Report |
for the Year Ended 31 December 2023 |
Financial key performance indicators |
We consider that our key financial performance indicators are those that communicate the financial performance and strength of the group as a whole, these being turnover, gross margin and return on capital employed. |
The gross profit margin for the year was 4.9% (2022: 9.5%) and return on capital employed was 11.96% (2022: 25.15%). Return on capital employed is calculated as profit before interest and tax divided by capital employed, which constitutes fixed assets, less investments, plus working capital. |
On behalf of the board: |
Director |
19 March 2024 |
Dipwood Holdings Limited (Registered number: 10599949) |
Directors' Report |
for the Year Ended 31 December 2023 |
The directors present their report with the financial statements of the company and the group for the year ended 31 December 2023. |
Dividends |
During the year dividends were paid amounting to £2,328,800 (2022 - £321,950) |
Future developments |
The group is continuing to focus on its different activities to maintain the excellent service provided to customers and assist in supplying further added value products and expansion into niche markets. |
Directors |
The directors shown below have held office during the whole of the period from 1 January 2023 to the date of this report. |
Disclosure in the strategic report |
The directors, in accordance with section 414c (11) of the Companies Act 2006 Regulations 2013, have prepared the group's strategic report as required by schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 as per page 1. |
Statement of directors' responsibilities |
The directors are responsible for preparing the Group strategic report, the Directors' report and the financial statements in accordance with applicable law and regulations. |
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to: |
- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | 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 and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
Dipwood Holdings Limited (Registered number: 10599949) |
Directors' Report |
for the Year Ended 31 December 2023 |
Statement as to disclosure of information to auditors |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the group's auditors are aware of that information. |
On behalf of the board: |
Report of the Independent Auditors to the Members of |
Dipwood Holdings Limited |
Opinion |
We have audited the financial statements of Dipwood Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023 which comprise the Consolidated statement of comprehensive income, Consolidated statement of financial position, Company statement of financial position, Consolidated statement of changes in equity, Company statement of changes in equity, Consolidated statement of cash flows and Notes to the consolidated statement of cash flows, Notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
In our opinion the financial statements: |
- | give a true and fair view of the state of the group's and of the parent company affairs as at 31 December 2023 and of the group's profit for the year then ended; |
- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
- | have been prepared in accordance with the requirements of the Companies Act 2006. |
Basis for opinion |
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
Conclusions relating to going concern |
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
Other information |
The directors are responsible for the other information. The other information comprises the information in the Group strategic report and the Directors' report, but does not include the financial statements and our Report of the auditors thereon. |
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether 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. |
Report of the Independent Auditors to the Members of |
Dipwood Holdings Limited |
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 Group 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 Group 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 parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group strategic report or the Directors' report. |
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- | adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the parent company financial statements are not in agreement with the accounting records and returns; or |
- | certain disclosures of directors' remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit. |
Responsibilities of directors |
As explained more fully in the Statement of directors' responsibilities set out on page four, 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 necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. |
In preparing the financial statements, the directors are responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so. |
Report of the Independent Auditors to the Members of |
Dipwood Holdings Limited |
Auditors' 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 a Report of the auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. |
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
The extent to which the audit was considered capable of detecting irregularities including fraud |
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows: |
- the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations; |
- we identified the laws and regulations applicable to the group through discussions with directors and other management, and from our commercial knowledge and experience of the computer component manufacturing and supply sector; |
- we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the group, including Companies Act 2006, taxation legislation, data protection, anti-bribery, employment, environmental and health and safety legislation; |
- we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and |
- identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit. |
We assessed the susceptibility of the group's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by: |
- making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; |
- considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations; |
Report of the Independent Auditors to the Members of |
Dipwood Holdings Limited |
To address the risk of fraud through management bias and override of controls, we: |
- performed analytical procedures to identify any unusual or unexpected relationships; |
- tested journal entries to identify unusual transactions; |
- assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; |
- investigated the rationale behind significant or unusual transactions; |
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to: |
- agreeing financial statement disclosures to underlying supporting documentation; |
- reading the minutes of meetings of those charged with governance; |
- enquiring of management as to actual and potential litigation and claims; |
- reviewing correspondence with HMRC and the group's legal advisors; |
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. |
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion. |
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the auditors. |
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 a Report of the auditors 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. |
for and on behalf of |
Bank House |
Broad Street |
Spalding |
Lincolnshire |
PE11 1TB |
Dipwood Holdings Limited (Registered number: 10599949) |
Consolidated Statement of Comprehensive Income |
for the Year Ended 31 December 2023 |
2023 | 2022 |
Notes | £ | £ |
Turnover | 4 | 70,607,500 | 61,728,492 |
Cost of sales | 67,140,123 | 55,888,355 |
Gross profit | 3,467,377 | 5,840,137 |
Administrative expenses | 2,011,265 | 2,269,209 |
1,456,112 | 3,570,928 |
Other operating income | 182,070 | 209,530 |
Operating profit | 6 | 1,638,182 | 3,780,458 |
Interest receivable and similar income | 35,164 | 3,197 |
1,673,346 | 3,783,655 |
Interest payable and similar expenses | 7 | 6 | 7 |
Profit before taxation | 1,673,340 | 3,783,648 |
Tax on profit | 8 | 367,271 | 712,731 |
Profit for the financial year |
Other comprehensive income | - | - |
Total comprehensive income for the year |
1,306,069 |
3,070,917 |
Profit attributable to: |
Owners of the parent | 1,008,069 | 2,822,917 |
Non-controlling interests | 298,000 | 248,000 |
1,306,069 | 3,070,917 |
Total comprehensive income attributable to: |
Owners of the parent | 1,306,069 | 3,070,917 |
Dipwood Holdings Limited (Registered number: 10599949) |
Consolidated Statement of Financial Position |
31 December 2023 |
2023 | 2022 |
Notes | £ | £ | £ | £ |
Fixed assets |
Intangible assets | 11 | - | - |
Tangible assets | 12 | 4,364,875 | 3,821,498 |
Investments | 13 | 1,280,830 | 1,280,830 |
5,645,705 | 5,102,328 |
Current assets |
Stocks | 14 | 1,163,786 | 891,303 |
Debtors | 15 | 5,784,150 | 4,000,502 |
Cash at bank and in hand | 6,346,352 | 10,348,824 |
13,294,288 | 15,240,629 |
Creditors |
Amounts falling due within one year | 16 | 5,239,796 | 5,310,977 |
Net current assets | 8,054,492 | 9,929,652 |
Total assets less current liabilities | 13,700,197 | 15,031,980 |
Provisions for liabilities | 19 | 157,319 | 169,371 |
Net assets | 13,542,878 | 14,862,609 |
Capital and reserves |
Called up share capital | 20 | 6,000 | 5,000 |
Retained earnings | 21 | 13,536,278 | 14,857,009 |
Shareholders' funds | 13,542,278 | 14,862,009 |
Non-controlling interests | 600 | 600 |
Total equity | 13,542,878 | 14,862,609 |
The financial statements were approved by the Board of Directors and authorised for issue on 19 March 2024 and were signed on its behalf by: |
R A Gray - Director |
Dipwood Holdings Limited (Registered number: 10599949) |
Company Statement of Financial Position |
31 December 2023 |
2023 | 2022 |
Notes | £ | £ | £ | £ |
Fixed assets |
Intangible assets | 11 |
Tangible assets | 12 |
Investments | 13 |
Current assets |
Debtors | 15 |
Cash at bank |
Creditors |
Amounts falling due within one year | 16 |
Net current assets |
Total assets less current liabilities |
Provisions for liabilities | 19 |
Net assets |
Capital and reserves |
Called up share capital | 20 |
Retained earnings |
Shareholders' funds |
Company's profit for the financial year | 616,105 | 2,460,152 |
The financial statements were approved by the Board of Directors and authorised for issue on |
Dipwood Holdings Limited (Registered number: 10599949) |
Consolidated Statement of Changes in Equity |
for the Year Ended 31 December 2023 |
Called up |
share | Retained | Non-controlling | Total |
capital | earnings | Total | interests | equity |
£ | £ | £ | £ | £ |
Balance at 1 January 2022 | 5,000 | 12,356,042 | 12,361,042 | 600 | 12,361,642 |
Changes in equity |
Dividends | - | (321,950 | ) | (321,950 | ) | - | (321,950 | ) |
Total comprehensive income | - | 2,822,917 | 2,822,917 | - | 2,822,917 |
Balance at 31 December 2022 | 5,000 | 14,857,009 | 14,862,009 | 600 | 14,862,609 |
Changes in equity |
Issue of share capital | 1,000 | - | 1,000 | - | 1,000 |
Dividends | - | (2,328,800 | ) | (2,328,800 | ) | - | (2,328,800 | ) |
Total comprehensive income | - | 1,008,069 | 1,008,069 | - | 1,008,069 |
Balance at 31 December 2023 | 6,000 | 13,536,278 | 13,542,278 | 600 | 13,542,878 |
Dipwood Holdings Limited (Registered number: 10599949) |
Company Statement of Changes in Equity |
for the Year Ended 31 December 2023 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Balance at 1 January 2022 |
Changes in equity |
Dividends | - | ( |
) | ( |
) |
Total comprehensive income | - |
Balance at 31 December 2022 |
Changes in equity |
Issue of share capital | - |
Dividends | - | ( |
) | ( |
) |
Total comprehensive income | - |
Balance at 31 December 2023 |
Dipwood Holdings Limited (Registered number: 10599949) |
Consolidated Statement of Cash Flows |
for the Year Ended 31 December 2023 |
2023 | 2022 |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | (198,665 | ) | 4,300,364 |
Interest paid | (6 | ) | (7 | ) |
Tax paid | (566,113 | ) | (781,765 | ) |
Net cash from operating activities | (764,784 | ) | 3,518,592 |
Cash flows from investing activities |
Purchase of tangible fixed assets | (840,210 | ) | (1,184,818 | ) |
Sale of tangible fixed assets | - | 2,000 |
Interest received | 35,164 | 3,197 |
Net cash from investing activities | (805,046 | ) | (1,179,621 | ) |
Cash flows from financing activities |
Amount introduced by directors | 313,372 | 21,001 |
Amount withdrawn by directors | (120,214 | ) | (63,263 | ) |
Share issue | 1,000 | - |
Equity dividends paid | (2,328,800 | ) | (321,950 | ) |
Dividends paid to minority interests | (298,000 | ) | (248,000 | ) |
Net cash from financing activities | (2,432,642 | ) | (612,212 | ) |
(Decrease)/increase in cash and cash equivalents | (4,002,472 | ) | 1,726,759 |
Cash and cash equivalents at beginning of year |
2 |
10,348,824 |
8,622,065 |
Cash and cash equivalents at end of year |
2 |
6,346,352 |
10,348,824 |
Dipwood Holdings Limited (Registered number: 10599949) |
Notes to the Consolidated Statement of Cash Flows |
for the Year Ended 31 December 2023 |
1. | Reconciliation of profit for the financial year to cash generated from operations |
2023 | 2022 |
£ | £ |
Profit for the financial year | 1,306,069 | 3,070,917 |
Depreciation charges | 296,833 | 236,345 |
Profit on disposal of fixed assets | - | (113 | ) |
Government grants | (2,225 | ) | (2,225 | ) |
Finance costs | 6 | 7 |
Finance income | (35,164 | ) | (3,197 | ) |
Taxation | 367,271 | 712,731 |
1,932,790 | 4,014,465 |
(Increase)/decrease in stocks | (272,483 | ) | 126,786 |
Increase in trade and other debtors | (1,783,648 | ) | (367,141 | ) |
(Decrease)/increase in trade and other creditors | (75,324 | ) | 526,254 |
Cash generated from operations | (198,665 | ) | 4,300,364 |
2. | Cash and cash equivalents |
The amounts disclosed on the Statement of cash flows in respect of cash and cash equivalents are in respect of these Statement of financial position amounts: |
Year ended 31 December 2023 |
31.12.23 | 1.1.23 |
£ | £ |
Cash and cash equivalents | 6,346,352 | 10,348,824 |
Year ended 31 December 2022 |
31.12.22 | 1.1.22 |
£ | £ |
Cash and cash equivalents | 10,348,824 | 8,622,065 |
3. | Analysis of changes in net funds |
At 1.1.23 | Cash flow | At 31.12.23 |
£ | £ | £ |
Net cash |
Cash at bank and in hand | 10,348,824 | (4,002,472 | ) | 6,346,352 |
10,348,824 | (4,002,472 | ) | 6,346,352 |
Total | 10,348,824 | (4,002,472 | ) | 6,346,352 |
Dipwood Holdings Limited (Registered number: 10599949) |
Notes to the Consolidated Financial Statements |
for the Year Ended 31 December 2023 |
1. | Statutory information |
Dipwood Holdings Limited is a |
The presentation currency of the financial statements is the Pound Sterling (£). |
2. | Statement of compliance |
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. |
3. | Accounting policies |
Basis of preparing the financial statements |
The financial statements have been prepared on the historical cost basis, as modified by the revaluation of certain financial assets and liabilities and investment properties measured at fair value through profit or loss. |
Basis of consolidation |
The financial statements consolidate the financial statements of Dipwood Holdings Limited and all of its subsidiary undertakings. |
The results of subsidiaries acquired or disposed of during the year are included from or to the date that control passes. |
To show a true and fair view, the business combination in 2017 was accounted for using merger accounting, as the incorporation of Dipwood Holdings Limited and its acquisition of Ravendale Foods Limited by way of a share for share exchange was a group reconstruction. Consolidated information for these two companies has therefore been presented as if the new legal structure had always existed. |
Non-controlling interests |
Minority interests in the net assets of consolidated subsidiaries are identified separately from the Group's equity. Minority interests consist of the amount of those interests at the date of the original business combination and the minority's share of changes in equity since the date of the combination. |
The proportions of profit or loss and changes in equity allocated to the owners of the parent and to the minority interests are determined on the basis of existing ownership interests and do not reflect the possible exercise or conversion of options or convertible instruments. |
Significant judgements and estimates |
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods. |
Dipwood Holdings Limited (Registered number: 10599949) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 31 December 2023 |
3. | Accounting policies - continued |
Turnover |
Turnover is measured at the fair value of the consideration received or receivable net of VAT and trade discounts. The policies adopted for the recognition of turnover are as follows: |
Sale of goods |
Turnover from the sale of goods is recognised when significant risks and rewards of ownership of the goods have transferred to the buyer, the amount of turnover can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the company and the costs incurred or to be incurred in respect of the transaction can be measured reliably. This is usually on dispatch of the goods. |
Goodwill |
Intangible assets |
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. |
Tangible fixed assets |
Depreciation is provided at the following annual rates in order to write off the cost less estimated |
residual value of each asset over its estimated useful life. |
Freehold property | - | Not depreciated / 5% straight line |
Plant and machinery | - | 10% / 20% reducing balance |
Fixtures and fittings | - | 20% reducing balance |
Motor vehicles | - | 25% reducing balance |
Equipment | - | 20% reducing balance |
Improvements to property | - | 5% reducing balance |
Stocks |
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. |
Financial instruments |
A financial asset or a financial liability is recognised only when the company becomes a party to the contractual provisions of the instrument. |
Basic financial instruments are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. |
Debt instruments are subsequently measured at amortised cost. |
Financial assets that are measured at cost or amortised cost are reviewed for objective evidence of impairment at the end of each reporting date. If there is objective evidence of impairment an impairment loss is recognised in profit or loss immediately. |
Dipwood Holdings Limited (Registered number: 10599949) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 31 December 2023 |
3. | Accounting policies - continued |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
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. |
Research and development |
Expenditure on research and development is written off in the year in which it is incurred. |
Foreign currencies |
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the statement of financial position date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
Operating leases |
Operating lease payments are recognised as an expense over the term of the lease on a straight line basis. The aggregate benefit of lease incentives is recognised as a reduction to expenses over the lease term, on a straight line basis. |
Pension costs and other post-retirement benefits |
The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate. |
4. | Turnover |
The turnover and profit before taxation are attributable to the one principal activity of the group. |
5. | Employees and directors |
2023 | 2022 |
£ | £ |
Wages and salaries | 2,303,590 | 2,583,348 |
Social security costs | 206,737 | 235,149 |
Other pension costs | 290,191 | 281,349 |
2,800,518 | 3,099,846 |
Dipwood Holdings Limited (Registered number: 10599949) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 31 December 2023 |
5. | Employees and directors - continued |
The average number of employees during the year was as follows: |
2023 | 2022 |
Production staff | 77 | 96 |
Administrative staff | 11 | 11 |
Directors | 2 | 2 |
Employee Benefits |
Defined contribution plans |
The amount recognised in profit or loss as an expense in relation to defined contribution plans was £290,191 (2022: £281,349). |
2023 | 2022 |
£ | £ |
Directors' remuneration | 18,192 | 18,066 |
Directors' pension contributions to money purchase schemes | 120,000 | 80,000 |
The number of directors to whom retirement benefits were accruing was as follows: |
Money purchase schemes | 2 | 2 |
6. | Operating profit |
The operating profit is stated after charging/(crediting): |
2023 | 2022 |
£ | £ |
Hire of plant and machinery | 92,148 | 87,159 |
Depreciation - owned assets | 296,833 | 236,344 |
Profit on disposal of fixed assets | - | (113 | ) |
Auditors' remuneration | 29,600 | 30,200 |
Foreign exchange differences | 789 | (1,132 | ) |
7. | Interest payable and similar expenses |
2023 | 2022 |
£ | £ |
Bank interest | 6 | 7 |
Dipwood Holdings Limited (Registered number: 10599949) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 31 December 2023 |
8. | Taxation |
Analysis of the tax charge |
The tax charge on the profit for the year was as follows: |
2023 | 2022 |
£ | £ |
Current tax: |
UK corporation tax | 378,894 | 626,757 |
Prior year adjustment | 429 | - |
Total current tax | 379,323 | 626,757 |
Deferred tax | (12,052 | ) | 85,974 |
Tax on profit | 367,271 | 712,731 |
Reconciliation of total tax charge included in profit and loss |
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below: |
2023 | 2022 |
£ | £ |
Profit before tax | 1,673,340 | 3,783,648 |
Profit multiplied by the standard rate of corporation tax in the UK of 25 % (2022 - 19 %) |
418,335 |
718,893 |
Effects of: |
Expenses not deductible for tax purposes | 1,239 | 1,994 |
Capital allowances in excess of depreciation | (65,775 | ) | (144,873 | ) |
Deferred tax movement | (12,052 | ) | 85,974 |
Capital grant amortisation | (556 | ) | (423 | ) |
Tax loss carried forward | 49,871 | 51,166 |
Change in UK tax rate | (23,791 | ) | - |
Total tax charge | 367,271 | 712,731 |
Deferred tax has been provided at a rate of 25% as this is the rate of tax that is applicable when the timing differences are expected to reverse. |
The amount of unused capital losses at 31 December 2023 is £132,187 (2022: £132,187). There is no expiry date on the timing differences or unused losses. |
The amount of unused trading losses to carry forward at 31 December 2023 is £468,778 (2022: £269,293). There is no expiry date on the unused losses. |
9. | Individual statement of comprehensive income |
As permitted by Section 408 of the Companies Act 2006, the Income statement of the parent company is not presented as part of these financial statements. |
Dipwood Holdings Limited (Registered number: 10599949) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 31 December 2023 |
10. | Dividends |
2023 | 2022 |
£ | £ |
Ordinary shares of £1 each |
Interim | 328,800 | 321,950 |
Ordinary B shares of £1 each |
Interim | 2,000,000 | - |
2,328,800 | 321,950 |
11. | Intangible fixed assets |
Group |
Patents |
and |
Goodwill | licences | Totals |
£ | £ | £ |
Cost |
At 1 January 2023 |
and 31 December 2023 | 29,941 | 17,000 | 46,941 |
Amortisation |
At 1 January 2023 |
and 31 December 2023 | 29,941 | 17,000 | 46,941 |
Net book value |
At 31 December 2023 | - | - | - |
At 31 December 2022 | - | - | - |
12. | Tangible fixed assets |
Group |
Improvements |
Freehold | to | Plant and |
property | property | machinery |
£ | £ | £ |
Cost |
At 1 January 2023 | 1,899,653 | 1,420,526 | 3,114,149 |
Additions | 81,465 | - | 412,937 |
At 31 December 2023 | 1,981,118 | 1,420,526 | 3,527,086 |
Depreciation |
At 1 January 2023 | 225,873 | 675,316 | 2,194,604 |
Charge for year | - | - | 269,394 |
At 31 December 2023 | 225,873 | 675,316 | 2,463,998 |
Net book value |
At 31 December 2023 | 1,755,245 | 745,210 | 1,063,088 |
At 31 December 2022 | 1,673,780 | 745,210 | 919,545 |
Dipwood Holdings Limited (Registered number: 10599949) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 31 December 2023 |
12. | Tangible fixed assets - continued |
Group |
Fixtures |
and | Motor |
fittings | vehicles | Equipment | Totals |
£ | £ | £ | £ |
Cost |
At 1 January 2023 | 48,004 | 123,333 | 373,845 | 6,979,510 |
Additions | - | - | 345,808 | 840,210 |
At 31 December 2023 | 48,004 | 123,333 | 719,653 | 7,819,720 |
Depreciation |
At 1 January 2023 | 26,114 | 33,430 | 2,675 | 3,158,012 |
Charge for year | 4,379 | 22,476 | 584 | 296,833 |
At 31 December 2023 | 30,493 | 55,906 | 3,259 | 3,454,845 |
Net book value |
At 31 December 2023 | 17,511 | 67,427 | 716,394 | 4,364,875 |
At 31 December 2022 | 21,890 | 89,903 | 371,170 | 3,821,498 |
Included in cost of land and buildings is freehold land of £1,385,000 (2022 - £1,385,000) which is not depreciated. |
Company |
Freehold | Plant and |
property | machinery | Equipment | Totals |
£ | £ | £ | £ |
Cost |
At 1 January 2023 |
Additions |
At 31 December 2023 |
Depreciation |
At 1 January 2023 |
Charge for year |
At 31 December 2023 |
Net book value |
At 31 December 2023 |
At 31 December 2022 |
Dipwood Holdings Limited (Registered number: 10599949) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 31 December 2023 |
13. | Fixed asset investments |
Group |
Unlisted |
investments |
£ |
Cost |
At 1 January 2023 |
and 31 December 2023 | 1,280,830 |
Net book value |
At 31 December 2023 | 1,280,830 |
At 31 December 2022 | 1,280,830 |
Company |
Shares in |
group | Unlisted |
undertakings | investments | Totals |
£ | £ | £ |
Cost |
At 1 January 2023 | 1,318,831 |
Additions | 200 |
At 31 December 2023 | 1,319,031 |
Net book value |
At 31 December 2023 | 1,319,031 |
At 31 December 2022 | 1,318,831 |
Dipwood Holdings Limited (Registered number: 10599949) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 31 December 2023 |
13. | Fixed asset investments - continued |
Included above is an investment in Dipwood Enterprises LLP in which Dipwood Holdings Limited has a profit share of 40% and a capital share of 30%. The address of the LLP is Dipwood House, Dipwood Road, Rowlands Gill, Tyne & Wear, NE39 1DD. At the year ended 31 December 2022, the date of the most recently prepared accounts, the net assets of the LLP amount to £1,280,822 and the profit for the year amounted to £28,861. |
Subsidiaries, associates and other investments |
Details of the investments in which the group and the parent company have an interest of 20% or more are as follows: |
Class of share |
Percentage of shares held |
Subsidiary undertakings |
Ravendale Foods Limited. The registered office is at Unit 2, Leadgate Industrial Estate, Consett, Durham, DH8 7RN |
Ordinary £1 |
100 |
Ravendale North West Limited. The registered office is at Unit 5, Leadgate Industrial Estate, Consett, Durham, DH8 7RN |
Ordinary A £1 |
100 |
Just Meats (Northern) Limited. The registered office is at Unit 2, Leadgate Industrial Estate, Consett, Durham, DH8 7RN |
Ordinary £ 1 |
100 |
Vegandale Limited. The registered office is at Unit 2, Leadgate Industrial Estate, Consett, Durham, DH8 7RN |
Ordinary £1 |
100 |
Dipwood Distribution and Storage Limited. The registered office is at Unit 2 Leadgate Industrial Estate, Consett, Durham, DH8 7RN |
Ordinary £1 |
100 |
Just Meats (Northern) Limited, Dipwood Storage and Distribution Limited and Vegandale Limited are exempt from the requirements of the Act relating to the audit of its individual accounts by virtue of S479A of the Companies Act 2006. |
14. | Stocks |
Group |
2023 | 2022 |
£ | £ |
Raw materials | 154,886 | 102,656 |
Finished goods | 1,008,900 | 788,647 |
1,163,786 | 891,303 |
Dipwood Holdings Limited (Registered number: 10599949) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 31 December 2023 |
15. | Debtors: amounts falling due within one year |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Trade debtors | 3,545,326 | 3,762,062 |
Amounts owed by group undertakings | - | - |
Other debtors | 2,063,356 | 2,229 | 2,062,054 | - |
Directors' current accounts | - | - | - | 916 |
Tax | - | - |
VAT | 129,959 | 194,572 |
Prepayments and accrued income | 45,509 | 41,639 |
5,784,150 | 4,000,502 |
16. | Creditors: amounts falling due within one year |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Trade creditors | 4,409,944 | 4,357,922 |
Amounts owed to group undertakings | - | - |
Amounts owed to associates | 93,395 | 70,718 | 93,395 | 70,718 |
Tax | 68,441 | 255,231 |
Social security and other taxes | 56,962 | 66,046 |
Other creditors | 165,363 | 224,149 |
Directors' current accounts | 267,836 | 74,678 | 31,166 | - |
Accruals and deferred income | 177,855 | 260,008 |
Deferred government grants | - | 2,225 |
5,239,796 | 5,310,977 |
Amounts owed to related parties and directors are repayable on demand. |
Lloyds Bank Plc hold an omnibus guarantee and set off agreement dated 4 January 2018 on Dipwood Holdings Limited and its subsidiary undertakings. |
Lloyds Bank Plc also hold :- |
a) a Debenture dated December 2017 which contains a fixed charge and floating charges over all property and undertakings of the company, and; |
b) a Charge dated October 2018 over freehold land and buildings known as Unit 2, Lope Hill Road, Leadgate Industrial Estate, Consett, DH8 7RN. |
17. | Leasing agreements |
Minimum lease payments fall due as follows: |
Dipwood Holdings Limited (Registered number: 10599949) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 31 December 2023 |
Group |
Non-cancellable | operating leases |
2023 | 2022 |
£ | £ |
Within one year | 25,181 | 16,952 |
Between one and five years | 83,037 | 43,680 |
108,218 | 60,632 |
18. | Secured debts |
Details of security are shown in note 15. |
19. | Provisions for liabilities |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Deferred tax | 157,319 | 169,371 | 29,990 | 20,658 |
Group |
Deferred |
tax |
£ |
Balance at 1 January 2023 | 169,371 |
Provided during year | (12,052 | ) |
Balance at 31 December 2023 | 157,319 |
Company |
Deferred |
tax |
£ |
Balance at 1 January 2023 |
Provided during year |
Balance at 31 December 2023 |
20. | Called up share capital |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2023 | 2022 |
value: | £ | £ |
Ordinary | £1 | 5,000 | 5,000 |
Ordinary B | £1 | 1,000 | - |
6,000 | 5,000 |
1,000 Ordinary B shares of £1 each were allotted and fully paid for |
Dipwood Holdings Limited (Registered number: 10599949) |
Notes to the Consolidated Financial Statements - continued |
for the Year Ended 31 December 2023 |
21. | Reserves |
Group |
Retained |
earnings |
£ |
At 1 January 2023 | 14,857,009 |
Profit for the year | 1,008,069 |
Dividends | (2,328,800 | ) |
At 31 December 2023 | 13,536,278 |
The profit and loss account represents cumulative profits and losses net of dividends. |
22. | Directors' advances, credits and guarantees |
The following advances and credits to directors subsisted during the years ended 31 December 2023 and 31 December 2022: |
2023 | 2022 |
£ | £ |
R A Gray and Mrs B Gray |
Balance outstanding at start of year | 916 | (11,522 | ) |
Amounts advanced | 46,517 | 91,038 |
Amounts repaid | (78,600 | ) | (78,600 | ) |
Amounts written off | - | - |
Amounts waived | - | - |
Balance outstanding at end of year | (31,167 | ) | 916 |
23. | Related party disclosures |
Group |
Information about related party transactions and outstanding balances with entities over which the group has significant influence or other related parties are as follows:- |
Entities over which the group has significant influence:- |
2023 | 2022 |
£ | £ |
Investment in Dipwood Enterprises LLP | 1,280,830 | 1,155,238 |
24. | Ultimate controlling party |
The ultimate controlling party is considered to be the directors who control the ordinary share capital. |