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Thos. Bentley & Son Limited

Registered number: 00841624
Annual report and consolidated financial statements
For the year ended 30 September 2023

 
 THOS. BENTLEY & SON LIMITED
 
 
COMPANY INFORMATION


Directors
T R Bentley 
T J M Bentley 
L Flannery 




Registered number
00841624



Registered office
Brookfoot House
Low Lane

Horsforth

Leeds

West Yorkshire

LS18 5PU




Independent auditor
Mazars LLP
Chartered Accountants & Statutory Auditor

5th Floor

3 Wellington Place

Leeds

LS1 4AP




Bankers
Barclays Bank Plc
10 Market Street

Bradford

West Yorkshire





 
 THOS. BENTLEY & SON LIMITED
 

CONTENTS



Page
Group Strategic Report
 
 
1 - 3
Directors' Report
 
 
4 - 5
Independent Auditor's Report
 
 
6 - 9
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 - 16
Notes to the Financial Statements
 
 
17 - 45


 
 THOS. BENTLEY & SON LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2023

Introduction
 
The directors present the strategic report for the year ended 30 September 2023.
Principal Activities
The principal activity of the Company remains that of a property holding and investment Company.
The principal activity of the main trading subsidiary, Stephenson Group Limited ("Stephenson") is the development, manufacture and supply of specialty chemicals. 
Business model 
Stephenson Group Limited (“Stephenson”) manufactures and supplies specialty personal care ingredients and solutions. With over 100 years of experience supplying chemicals and soap bases, Stephenson has significant expertise in the areas in which it operates. 80% of Stephenson sales are to export markets, with a sizable presence in the US and Europe.
Stephenson innovates, develops, and manufactures quality technical products for a range of applications from its research and development and manufacturing facilities.
Business review and results
The business environment in fiscal year 2023 was significantly more challenging than the prior two years.  Raw Material price inflation and destocking by key customers led to a reduction in both sales and profitability.  Good cost control within the business and a sharp focus on stock and gross margin management resulted in a cash position improved over prior year and a creditable operating profit.
In the year ended 30 September 2023, the Group sales were £27,048k vs the prior year of £34,909k and the Group recorded an operating profit of £2,635k vs £3,762k in the previous period.  Gross profit margins increased 3% on the previous year to 39% due to slightly more favourable exchange rates and improved product mix.
Increasingly the Group is focusing on sustainable innovation and has invested significantly in both the development of innovative products to meet this aim as well as creating a business culture to drive change through the Group and work with our supply chain in using sustainable raw materials.
Financial key performance indicators
The directors consider the key financial KPI’s to be:
Sales growth and order intake
Customer and product profitability
Operation cost measures, including purchase price variances
Debt levels
Working capital levels
Debtor and Creditor days analysis
- 1 -

 
 THOS. BENTLEY & SON LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2023

Other key performance indicators
In addition, non-financial KPI’s include:
Health & Safety compliance
Customer retention analysis
Quality control metrics
Operations measures
Environmental Impact

Principal risks and uncertainties
 
Exchange rate risk
A significant proportion of Stephenson’s sales are exported and are priced in either Euros or US dollars. Accordingly, the Group has significant accounts receivable in these currencies. The exchange rate risk is managed by forward contracts, where appropriate. In addition, the Group is increasingly purchasing key raw materials in currency and has the necessary banking facilities to create a natural hedge and mitigate the impact of foreign currency fluctuations.
Credit risk
The Group’s principal financial assets are stock and trade debtors that represent the Group’s main exposure to credit risk in relation to financial assets.
The credit risk is primarily attributable to its trade debtors. The risk is managed by maintaining a strict credit policy and effective credit rating of prospective customers. In addition, the Group has a credit insurance policy in place which covers the majority of trade receivables.
Operational risk
The Group has solid reporting systems and produces timely and accurate management information which is regularly reviewed by the directors and other stakeholders.
Price risk
The Group is exposed to pressure on margins, with a number of raw materials being commodities and as such susceptible to volatility which could impact on margins. Stephenson has contracts with suppliers to mitigate price fluctuations where possible.
Liquidity risk
The Group has sufficient banking facilities in place to meet its current and future working capital requirements.

- 2 -

 
 THOS. BENTLEY & SON LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2023

Future developments
 
The environmental benefits of significantly reducing plastic packaging and water content is driving increasing consumer interest in solid format personal care products. The Group has ambitious plans to expand the range of solid format products, the opportunity for growth is significant and helps focus the business toward the sustainable goals it is striving to achieve.
Our focus on personal care is now allowing the business to invest in new opportunities and concentrate our efforts on core strategies. There are a number of new products in the pipeline, which are already showing signs of significant growth, and a substantial investment has been made in both R&D and capital equipment to enable this.
Corporate social responsibility
Our corporate social responsibility plans fall into three distinct categories. Our culture and looking after our people and their families, our community through support for charities and education and our sustainability strategy.
Sustainability is at the forefront of what we do and has been for many years. We are working with external agencies to assess our impact on Packaging, Net Zero and our supply chain and raw materials, and to understand our impact better and set realistic targets. We continue to champion the use of sustainable Palm Oil, and work hard with suppliers to source more of our materials from responsible sources.
Our new product development is primarily focused on solid format personal care products. These have a low carbon footprint, are concentrated so reducing water usage, and packaged in sustainable materials supporting the challenge of eliminating single use plastic.


This report was approved by the board on 26 February 2024 and signed on its behalf.



T J M Bentley
Director

- 3 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2023

The directors present their report and the financial statements for the year ended 30 September 2023.

Directors' responsibilities statement

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

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Group's and Company's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent; and

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group and 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 the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006They 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.

Results and dividends

The profit for the year, after taxation, amounted to £2,230,488 (2022 - £2,933,977).

Dividends of £1,075,000 (2022 -  £960,000) were proposed and paid during the year.

Directors

The directors who served during the year were:

T R Bentley 
T J M Bentley 
L Flannery 

Research and development activities

The Stephenson business has and continues to invest heavily in R&D, with a significant element of our improvement in sales coming from new product groups developed in house with protected IP. The constant drive for enhanced products and process both in our factory and at our customers continues to drive our R&D and innovation functions as the key to mid to long term success of our business and to our customers who create value from our products.

- 4 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2023

Going concern

In the opinion of the Directors, the Group and Parent Company have sufficient financial resources together with clearly defined performance objectives. The Group and Parent Company have strong support of its bankers and shareholders in working towards meeting its financial objectives. As a consequence the Directors believe that the Group and Parent Company are well placed to manage their business risks successfully.
The Directors have a reasonable expectation that the Group and Parent Company have adequate resources to continue in operational existence for the foreseeable future. Thus they continue to adopt a going concern basis of accounting in preparing the annual report and the financial statements.

Matters covered in the Group Strategic Report

Certain information is not shown in the Directors' Report because it is shown in the Strategic Report instead under s414C(11). The Strategic Report includes a business review and market overview, information about the Group's principal risks and uncertainties, future developments and information about the Group's financial key performance indicators.

Disclosure of information to auditor

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the directors are aware, there is no relevant audit information of which the Company and the Group's auditor is unaware, and

the directors have taken all the steps that ought to have been taken as directors in order to be aware of any relevant audit information and to establish that the Company and the Group's auditor is aware of that information.

Post balance sheet events

There were no significant events affecting the Group or Parent Company post year-end.

Auditor

The auditor, Mazars LLPwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 26 February 2024 and signed on its behalf.
 





T J M Bentley
Director

- 5 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF  THOS. BENTLEY & SON LIMITED
 

Opinion

We have audited the financial statements of  Thos. Bentley & Son Limited (the ‘Parent Company’) and its subsidiaries (the 'Group') for the year ended 30 September 2023 which comprise the Group Statement of Comprehensive Income, the Group and Company Statements of Financial Position, the Group and Company Statements of Changes in Equity, the Group Consolidated Statement of Cash Flows and notes to the financial statements, including a summary of significant accounting policies. 
The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (United Kingdom Generally Accepted Accounting Practice).

In our opinion, the financial statements:

give a true and fair view of the state of the Group's and Parent Company’s affairs as at 30 September 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.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group and the Parent Company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
- 6 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF  THOS. BENTLEY & SON LIMITED
 

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:
 
the information given in the 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 light of the knowledge and understanding of the Group and the Parent Company and their environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Directors' Report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

adequate accounting records have not been kept by the Parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
the Parent Company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.

- 7 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF  THOS. BENTLEY & SON LIMITED
 

Responsibilities of Directors

As explained more fully in the Directors' Responsibilities Statement set out on page 4, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the Group's and the Parent Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or Parent 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 the financial statements.
 
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.
 
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. 

Based on our understanding of the Group and Parent Company and its industry, we considered that non-compliance with the following laws and regulations might have a material effect on the financial statements: employment regulation, health and safety regulation, anti-money laundering regulation and the Bribery Act 2010.

To help us identify instances of non-compliance with these laws and regulations, and in identifying and assessing the risks of material misstatement in respect to non-compliance, our procedures included, but were not limited to:
Inquiring of management and, where appropriate, those charged with governance, as to whether the Group and Parent Company is in compliance with laws and regulations, and discussing their policies and procedures regarding compliance with laws and regulations;
Inspecting correspondence, if any, with relevant licensing or regulatory authorities;
Communicating identified laws and regulations to the engagement team and remaining alert to any indications of non-compliance throughout our audit; and
Considering the risk of acts by the Group and Parent Company which were contrary to applicable laws and regulations, including fraud.  

We also considered those laws and regulations that have a direct effect on the preparation of the financial statements, such as tax legislation, pension legislation and the Companies Act 2006.  
- 8 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF  THOS. BENTLEY & SON LIMITED
 

In addition, we evaluated the directors' and management’s incentives and opportunities for fraudulent manipulation of the financial statements, including the risk of management override of controls, and determined that the principal risks related to posting manual journal entries to manipulate financial performance, management bias through judgments and assumptions in significant accounting estimates, in particular in relation to the defined benefit scheme liability, revenue recognition (which we pinpointed to the cut off assertion), and significant one-off or unusual transactions.

Our audit procedures in relation to fraud included but were not limited to:
Making enquiries of the directors and management on whether they had knowledge of any actual, suspected or alleged fraud;
Gaining an understanding of the internal controls established to mitigate risks related to fraud;
Discussing amongst the engagement team the risks of fraud; and
Addressing the risks of fraud through management override of controls by performing journal entry testing.

There are inherent limitations in the audit procedures described above and the primary responsibility for the prevention and detection of irregularities including fraud rests with management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal controls.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

Use of the audit report

This report is made solely to the Company's members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members as a body for our audit work, for this report, or for the opinions we have formed.




Ashley Barraclough (Senior Statutory Auditor)

  
for and on behalf of

Mazars LLP
Chartered Accountants and Statutory Auditor 
5th Floor
3 Wellington Place
Leeds
LS1 4AP

27 February 2024
- 9 -

 
 THOS. BENTLEY & SON LIMITED
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2023

2023
2022
Note
£
£

  

Turnover
 4 
27,048,229
34,909,394

Cost of sales
  
(16,626,902)
(22,224,497)

Gross profit
  
10,421,327
12,684,897

Administrative expenses
  
(7,786,591)
(8,924,377)

Other operating income
 5 
-
1,001

Operating profit
 6 
2,634,736
3,761,521

Income from
 investments in associates
 16 
262,150
39,467

Interest payable and similar expenses
 10 
(203,499)
(109,657)

Other finance expense
 11 
(92,000)
(72,000)

Profit before taxation
  
2,601,387
3,619,331

Tax on profit
 12 
(370,899)
(685,354)

Profit for the financial year
  
2,230,488
2,933,977

  

Actuarial (loss)/gains on defined benefit pension scheme
 27 
(259,000)
1,261,000

Movement of deferred tax relating to pension deficit
 23 
64,750
(362,500)

Other comprehensive income for the year
  
(194,250)
898,500

Total comprehensive income for the year
  
2,036,238
3,832,477

  

There were no recognised gains and losses for 2023 or 2022 other than those included in the consolidated statement of comprehensive income.

The notes on pages 17 to 45 form part of these financial statements.

- 10 -

 
 THOS. BENTLEY & SON LIMITED
REGISTERED NUMBER: 00841624

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 SEPTEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Intangible assets
 14 
-
-

Tangible assets
 15 
9,406,850
9,691,249

Investments
 16 
404,034
141,884

  
9,810,884
9,833,133

Current assets
  

Stocks
 17 
3,555,090
5,202,895

Debtors: amounts falling due within one year
 18 
6,945,092
8,377,045

Cash at bank and in hand
 19 
2,463,160
2,340,070

  
12,963,342
15,920,010

Creditors: amounts falling due within one year
 20 
(4,808,892)
(8,144,569)

Net current assets
  
 
 
8,154,450
 
 
7,775,441

Total assets less current liabilities
  
17,965,334
17,608,574

Creditors: amounts falling due after more than one year
 21 
(2,814,416)
(3,123,690)

Provisions for liabilities
  

Deferred taxation
 23 
(689,866)
(776,070)

Net assets excluding pension liability
  
14,461,052
13,708,814

Pension liability
 27 
(1,845,000)
(2,054,000)

Net assets
  
12,616,052
11,654,814


Capital and reserves
  

Called up share capital 
 24 
100,000
100,000

Profit and loss account
 25 
12,516,052
11,554,814

  
12,616,052
11,654,814


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 26 February 2024.





T J M Bentley
Director

The notes on pages 17 to 45 form part of these financial statements.

- 11 -

 
 THOS. BENTLEY & SON LIMITED
REGISTERED NUMBER: 00841624

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 30 SEPTEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Tangible assets
 15 
5,622,991
5,412,491

Investments
 16 
150,596
150,596

  
5,773,587
5,563,087

Current assets
  

Debtors: amounts falling due within one year
 18 
248,108
486,000

Cash at bank and in hand
 19 
1,062
6,890

  
249,170
492,890

Creditors: amounts falling due within one year
 20 
(617,828)
(483,189)

Net current (liabilities)/assets
  
 
 
(368,658)
 
 
9,701

Total assets less current liabilities
  
5,404,929
5,572,788

  

Creditors: amounts falling due after more than one year
 21 
(2,814,416)
(3,123,690)

  

Net assets
  
2,590,513
2,449,098


Capital and reserves
  

Called up share capital 
 24 
100,000
100,000

Profit and loss account
 25 
2,490,513
2,349,098

  
2,590,513
2,449,098


The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements. The profit after tax of the parent Company for the year was £1,216,415 (2022 - £1,336,311).
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 26 February 2024.




T J M Bentley
Director

The notes on pages 17 to 45 form part of these financial statements.

- 12 -

 
 THOS. BENTLEY & SON LIMITED
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2023


Called up share capital
Profit and loss account
Total equity

£
£
£

At 1 October 2021
100,000
8,682,337
8,782,337


Comprehensive income for the year

Profit for the year
-
2,933,977
2,933,977

Actuarial gains on pension scheme
-
898,500
898,500


Other comprehensive income for the year
-
898,500
898,500


Total comprehensive income for the year
-
3,832,477
3,832,477


Contributions by and distributions to owners

Dividends: Equity capital
-
(960,000)
(960,000)


Total transactions with owners
-
(960,000)
(960,000)


At 1 October 2022
100,000
11,554,814
11,654,814


Comprehensive income for the year

Profit for the year
-
2,230,488
2,230,488

Actuarial losses on pension scheme
-
(194,250)
(194,250)


Other comprehensive income for the year
-
(194,250)
(194,250)


Total comprehensive income for the year
-
2,036,238
2,036,238


Contributions by and distributions to owners

Dividends: Equity capital
-
(1,075,000)
(1,075,000)


Total transactions with owners
-
(1,075,000)
(1,075,000)


At 30 September 2023
100,000
12,516,052
12,616,052


The notes on pages 17 to 45 form part of these financial statements.

- 13 -

 
 THOS. BENTLEY & SON LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2023


Called up share capital
Profit and loss account
Total equity

£
£
£

At 1 October 2021
100,000
1,972,787
2,072,787


Comprehensive income for the year

Profit for the year
-
1,336,311
1,336,311
Total comprehensive income for the year
-
1,336,311
1,336,311


Contributions by and distributions to owners

Dividends: Equity capital
-
(960,000)
(960,000)


At 30 September 2022
-
(960,000)
(960,000)


At 1 October 2022
100,000
2,349,098
2,449,098


Comprehensive income for the year

Profit for the year
-
1,216,415
1,216,415
Total comprehensive income for the year
-
1,216,415
1,216,415


Contributions by and distributions to owners

Dividends: Equity capital
-
(1,075,000)
(1,075,000)


Total transactions with owners
-
(1,075,000)
(1,075,000)


At 30 September 2023
100,000
2,490,513
2,590,513


The notes on pages 17 to 45 form part of these financial statements.

- 14 -

 
 THOS. BENTLEY & SON LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 SEPTEMBER 2023

2023
2022
£
£

Cash flows from operating activities

Profit for the financial year
2,230,488
2,933,977

Adjustments for:

Amortisation of intangible assets
-
2,500

Depreciation of tangible assets
627,964
574,195

Government grants
-
(1,001)

Interest paid
295,499
181,657

Taxation charge
370,899
685,354

Decrease/(increase) in stocks
1,647,805
(1,130,187)

Decrease/(increase) in debtors
1,199,687
(1,375,030)

Decrease/(increase) in amounts owed by associates
163,621
(7,310)

(Decrease)/increase in creditors
(3,562,341)
756,916

Contributions to defined pension scheme
(560,000)
(463,000)

Share of operating profit in associates
(262,150)
(39,467)

Corporation tax paid
(88,804)
(790,900)

Net cash generated from operating activities

2,062,668
1,327,704


Cash flows from investing activities

Purchase of tangible fixed assets
(343,565)
(1,073,859)

Sale of tangible fixed assets
-
3,670

Government grants received
-
1,001

Net cash from investing activities

(343,565)
(1,069,188)
- 15 -

 
 THOS. BENTLEY & SON LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2023


2023
2022

£
£



Cash flows from financing activities

Repayment of loans
(309,274)
(309,274)

Repayment of/new finance leases
(8,240)
(10,679)

Dividends paid
(1,075,000)
(960,000)

Interest paid
(203,499)
(109,657)

Net cash used in financing activities
(1,596,013)
(1,389,610)

Net increase/(decrease) in cash and cash equivalents
123,090
(1,131,094)

Cash and cash equivalents at beginning of year
2,340,070
3,471,164

Cash and cash equivalents at the end of year
2,463,160
2,340,070


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
2,463,160
2,340,070


The notes on pages 17 to 45 form part of these financial statements.

- 16 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023

1.


General information

Thos. Bentley & Son Limited ("the Company") is a private company, limited by shares, registered in the United Kingdom and incorporated in the England and Wales with registration number 00841624. The address of its registered office and principal place of business is Brookfoot House, Low Lane, Horsforth, Leeds, West Yorkshire, LS18 5PU.
The principal activity of the Company remains that of a property holding and investment Company.
The principal activity of the main trading subsidiary, Stephenson Group Limited ("Stephenson") is the development, manufacture and supply of specialty chemicals. 

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.

The following principal accounting policies have been applied:

  
2.2

Financial reporting standard 102 - reduced disclosure exemptions

The Parent Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
 
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
the requirements of Section 33 Related Party Disclosures paragraph 33.7.


- 17 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023

2.Accounting policies (continued)

 
2.3

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Statement of Financial Position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.

 
2.4

Going concern

In the opinion of the Directors, the Group and Parent Company have sufficient financial resources together with clearly defined performance objectives. The Group and Parent Company have strong support of their bankers and shareholders in working towards meeting their financial objectives. As a consequence, the Directors believe that the Group and Parent Company are well placed to manage their business risks successfully.
The Directors have a reasonable expectation that the Group and Parent Company have adequate resources to continue in operational existence for the foreseeable future. Thus they continue to adopt a going concern basis of accounting in preparing the annual report and the financial statements.

 
2.5

Revenue

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

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


 
2.6

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.
Investments in unlisted shares, whose market value can be reliably determined, are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in the Consolidated statement of comprehensive income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.
 

- 18 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023

2.Accounting policies (continued)

 
2.7

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated Statement of Comprehensive Income over its useful economic life.

Other intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

At each reporting date the Company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

Goodwill is being amortised over a period of 5 years. Amortisation of intangible assets is charged to administrative expenses in the Consolidated Statement of Comprehensive Income. 

 
2.8

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

At each reporting date the Group assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

- 19 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023

2.Accounting policies (continued)


2.8
Tangible fixed assets (continued)

Land is not depreciated. Depreciation on other assets is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Freehold property
-
50 years
Plant & machinery
-
10-20 years
Motor vehicles
-
5 years
Fixtures & fittings
-
3-10 years

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

Depreciation is charged to administrative expenses within the Consolidated Statement of Comprehensive Income. 

 
2.9

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis.
At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in the consolidated statement of comprehensive income.

 
2.10

Debtors

Short term debtors are measured at transaction price, less any impairment.

 
2.11

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

 
2.12

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

- 20 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023

2.Accounting policies (continued)

 
2.13

Provisions for liabilities

Provisions are made where an event has taken place that gives the Group a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the Group becomes aware of the obligation, and are measured at the best estimate at the reporting date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Statement of Financial Position.

 
2.14

Foreign currency translation

Functional and presentation currency

The Group and Parent Company's functional and presentational currency is GBP, rounded to the nearest £.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

 
2.15

Finance costs

Finance costs charged to the Consolidated Statement of Comprehensive Income in respect of the defined benefit pension scheme are the interest costs on the scheme liabilities less the interest income on scheme assets. 

 
2.16

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

- 21 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023

2.Accounting policies (continued)

  
2.17

Pensions

Defined contribution pension plan
The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.
The contributions are recognised as an expense in the Consolidated statement of comprehensive income when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of financial position. The assets of the plan are held separately from the Group in independently administered funds.
Defined Benefit Pension Scheme
The Group previously operated a defined benefit plan for certain employees. The scheme  closed to new members and to the future accrual of benefits on 31 March 2002. A defined benefit scheme defines the pension benefit that the employee will receive on retirement, usually dependent upon several factors including but not limited to age, length of service and remuneration. A defined benefit plan is a pension plan that is not a defined contribution plan.
The liability recognised in the Statement of financial position in respect of the defined benefit plan is the present value of the defined benefit obligation at the end of the reporting date less the fair value of plan assets at the reporting date (if any) out of which the obligations are to be settled.
The defined benefit obligation is calculated using the projected unit credit method. Annually the Company engages independent actuaries to calculate the obligation. The present value is determined by discounting the estimated future payments using market yields on high quality corporate bonds that are denominated in sterling and that have terms approximating to the estimated period of the future payments ('discount rate').
The fair value of plan assets is measured in accordance with the FRS 102 fair value hierarchy and in accordance with the Group's policy for similarly held assets. This includes the use of appropriate valuation techniques.
Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to other comprehensive income. These amounts together with the return on plan assets, less amounts included in net interest, are disclosed as 'Remeasurement of net defined benefit liability'.
The cost of the defined benefit plan, recognised in profit or loss as employee costs, except where included in the cost of an asset, comprises:
a) the increase in net pension benefit liability arising from employee service during the period; and
b) the cost of plan introductions, benefit changes, curtailments and settlements.
The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is recognised in profit or loss as a 'finance expense'.

- 22 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023

2.Accounting policies (continued)

 
2.18

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

 
2.19

Operating leases

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.20

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

- 23 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023

2.Accounting policies (continued)

 
2.21

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the Statement of financial position date, except that:
 
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
 
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

 
2.22

Associates and joint ventures

An entity is treated as an associated undertaking where the Group exercises significant influence in that it has the power to participate in the operating and financial policy decisions.
In the consolidated accounts, interests in associated undertakings are accounted for using the equity method of accounting. Under this method an equity investment is initially recognised at the transaction price (including transaction costs) and is subsequently adjusted to reflect the investors share of the profit or loss, other comprehensive income and equity of the associate. The Consolidated statement of comprehensive income includes the Group's share of the operating results, interest, pre-tax results and attributable taxation of such undertakings applying accounting policies consistent with those of the Group. In the Consolidated statement of financial position, the interests in associated undertakings are shown as the Group's share of the identifiable net assets, including any unamortised premium paid on acquisition.
Any premium on acquisition is dealt with in accordance with the goodwill policy.

- 24 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023

2.Accounting policies (continued)

 
2.23

Financial instruments

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the Group's Statement of Financial Position when the Group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting date. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Group after the deduction of all its liabilities.

- 25 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023

2.Accounting policies (continued)


2.23
Financial instruments (continued)

Basic financial liabilities, which include trade and other payables, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Other financial instruments

Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.

Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled.

- 26 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

The critical judgments that the directors have made in the process of applying the Group’s accounting policies that have the most significant effect on the amounts recognised in the statutory financial statements are discussed below.
(i) Assessing indicators of impairment
In assessing whether there have been any indicators of impairment of assets, the directors have considered both external and internal sources of information such as market conditions, counterparty credit ratings and experience of recoverability and where applicable, the ability of the asset to be operated as planned. There have been no indicators of impairments identified during the current financial year.
Critical judgments in applying the accounting policies
The critical judgments that the directors have made in the process of applying the Group’s accounting policies and that have the most significant effect on the amounts recognised in the financial statements are discussed below:
(i) Defined benefit pension scheme
The pension scheme assets and liabilities are valued using an actuarial valuation based on market assumptions.
(ii) Determining residual values and useful economic lives of tangible and intangible assets
The Group depreciates tangible assets, and amortises intangible assets, over their estimated useful lives. The estimation of the useful lives of tangible assets is based on historic performance as well as expectations about future use and therefore requires estimates and assumptions to be applied. The estimation of useful lives of intangible assets is based on any contractual or legal rights associated with the asset, or the period in which the Group expects to use the asset if shorter. The actual lives of these assets can vary depending on a variety of factors, including technological innovation, product life cycles and maintenance programmes.
Judgment is also applied, when determining the residual values for fixed assets. When determining the residual value, the directors have assessed the amount that the Group would currently obtain for the disposal of the asset, if it were already of the condition expected at the end of its useful life. Where possible this is done with reference to external market prices.

- 27 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023

4.


Turnover

The whole of the turnover is attributable to the principal activity of the Group. 

Analysis of turnover by country of destination:

2023
2022
£
£

United Kingdom
5,912,409
9,384,748

Rest of Europe
9,936,664
11,550,546

Rest of the world
11,199,156
13,974,100

27,048,229
34,909,394



5.


Other operating income

2023
2022
£
£

Government grants receivable
-
1,001


Government grants receivable relate to the Coronavirus job retention scheme in respect of prior year.


6.


Operating profit

The operating profit is stated after (crediting)/charging:

2023
2022
£
£

Research & development charged as an expense
200,000
193,695

Amortisation of intangible fixed assets
-
2,500

Depreciation of tangible fixed assets
627,964
574,195

Exchange differences
32,530
(312,170)

Other operating lease rentals
142,110
151,000

Defined contribution pension cost
186,796
177,188

- 28 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023

7.


Auditor's remuneration

During the year, the Group obtained the following services from the Company's auditor:


2023
2022
£
£

Fees payable to the Group's auditor for the audit of the Group's annual financial statements

42,250
30,000

Fees payable to the Company's auditor in respect of:

Taxation compliance services
8,250
8,000

All other services
10,890
9,500


8.


Employees

Staff costs, including directors' remuneration, were as follows:


Group
Group
2023
2022
£
£


Wages and salaries
3,816,276
4,715,356

Social security costs
396,389
419,813

Cost of defined contribution scheme
186,796
177,188

4,399,461
5,312,357


The average monthly number of employees, including the directors, during the year was as follows:


        2023
        2022
            No.
            No.







Employees
107
117


9.


Directors' remuneration

2023
2022
£
£

Directors' emoluments
384,722
332,824


The highest paid director received remuneration of £158,726 (2022 - £138,422).

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £NIL (2022 - £NIL).

- 29 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023

10.


Interest payable and similar expenses

2023
2022
£
£


Bank interest payable
203,499
109,657


11.


Other finance costs

2023
2022
£
£

Net interest on net defined benefit liability
92,000
72,000



12.


Taxation


2023
2022
£
£

Corporation tax


Current tax on profits for the year
355,111
356,623

Adjustments in respect of previous periods
(15,008)
(156,022)


Total current tax

340,103
200,601

Deferred tax


Origination and reversal of timing differences
33,466
484,753

Adjustments in respect of previous periods
(2,670)
-

Total deferred tax

30,796
484,753


Tax on profit
370,899
685,354
- 30 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023
 
12.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is lower than (2022 - lower than) the standard rate of corporation tax in the UK of 22.01% (2022 - 19%). The differences are explained below:

2023
2022
£
£


Profit on ordinary activities before tax
2,601,387
3,619,331


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 22.01% (2022 - 19%)
572,565
687,673

Effects of:


Expenses not deductible for tax purposes
8,552
21,458

Capital allowances for year in excess of depreciation
29,077
31,004

Adjustments to tax charge in respect of prior periods
(15,008)
(156,022)

Remeasurement of deferred tax for changes in tax rates
4,005
-

Adjustment in respect of the changing rate of deferred tax
(2,670)
72,536

Non-taxable income
(110,019)
97,515

Adjustment in research and development tax credit leading to a decrease in the tax charge
(57,221)
(47,843)

Other differences leading to an increase (decrease) in the tax charge
(58,276)
(4,763)

Group relief
-
(16,204)

Marginal relief
(106)
-

Total tax charge for the year
370,899
685,354


Factors that may affect future tax charges

From 1 April 2023, the rate of corporation tax in the United Kingdom has increased from 19% to 25%. Companies with profits of £50,000 or less will continue to be taxed at 19%, which is a new small profits rate. Where taxable profits are between £50,000 and £250,000, the higher 25% rate will apply but with a marginal relief applying as profits increase.

- 31 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023

13.


Dividends

2023
2022
£
£

A Ordinary


Interim and final dividends
65,000
90,000

C Ordinary


Interim and final dividends
830,000
700,000

D Ordinary


Interim and final dividends
180,000
150,000

E Ordinary


Interim and final dividends
-
20,000

1,075,000
960,000


14.


Intangible assets

Group





Patents
Goodwill
Total

£
£
£



Cost


At 1 October 2022
170,669
150,000
320,669



At 30 September 2023

170,669
150,000
320,669



Amortisation


At 1 October 2022
170,669
150,000
320,669



At 30 September 2023

170,669
150,000
320,669



Net book value



At 30 September 2023
-
-
-



At 30 September 2022
-
-
-



- 32 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023

15.


Tangible fixed assets

Group






Freehold property
Plant & machinery
Motor vehicles
Fixtures & fittings
Total

£
£
£
£
£



Cost 


At 1 October 2022
6,386,739
7,814,633
28,531
197,987
14,427,890


Additions
315,419
28,146
-
-
343,565



At 30 September 2023

6,702,158
7,842,779
28,531
197,987
14,771,455



Depreciation


At 1 October 2022
974,248
3,573,110
24,252
165,031
4,736,641


Charge for the year
104,919
511,555
4,279
7,211
627,964



At 30 September 2023

1,079,167
4,084,665
28,531
172,242
5,364,605



Net book value



At 30 September 2023
5,622,991
3,758,114
-
25,745
9,406,850



At 30 September 2022
5,412,491
4,241,523
4,279
32,956
9,691,249

The value of land included within Freehold property at the year end which is not depreciated is £386,138 (2022 - £386,138).
Included in Plant & machinery is a value of £113,223 (2022 - £1,269,301) relating to Assets under construction not yet depreciated.

- 33 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023

           15.Tangible fixed assets (continued)


Company






Freehold property

£

Cost 


At 1 October 2022
6,386,739


Additions
315,419



At 30 September 2023

6,702,158



Depreciation


At 1 October 2022
974,248


Charge for the year
104,919



At 30 September 2023

1,079,167



Net book value



At 30 September 2023
5,622,991



At 30 September 2022
5,412,491

The value of land included within Freehold property at the year end which is not depreciated is £386,138 (2022 - £386,138).






- 34 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023

16.


Fixed asset investments

Group





Investments in associates
Unlisted investments
Total

£
£
£



Cost or valuation


At 1 October 2022
141,685
199
141,884


Share of profit
262,150
-
262,150



At 30 September 2023
403,835
199
404,034




Company





Investments in subsidiary companies
Unlisted investments
Total

£
£
£



Cost or valuation


At 1 October 2022
150,397
199
150,596



At 30 September 2023
150,397
199
150,596




- 35 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023

Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Class of shares

Holding

Stephenson Group Limited
Ordinary
100%
Bentley Cattle & Co. Ltd
Ordinary
100%

The registered office of Stephenson Group Limited is Brookfoot House, Low Lane, Horsforth, Leeds, United Kingdom, LS18 5PU. The principal activity of the subsidiary is the manufacture and supply of specialty chemicals.
The registered office of Bentley Cattle & Co. Ltd is Simon Lodge, Swindon Lane, Harrogate, North Yorkshire, HG13 1HR. The principal activity of the subsidiary is that of a farming company.
Associate undertakings
Sustain CO2 Limited is an associate of the Company by virtue of the Company owning 40% of the Ordinary share capital. The registered office of Sustain C02 Limited is Brookfoot House, Low Lane, Horsforth, Leeds, United Kingdom, LS18 5PU. The principal activity of the associate is the manufacture of chemical products in the food and drink industry. 
During the year, the Company disposed of their 50% shareholding in Milk & Honey of Harrogate Limited.  Investment in Milk & Honey of Harrogate Limited were held at £Nil in the financial statements, hence the disposal of these shares have had no further impact on the financial statements.
Group
The consolidated investments are the investments in associates and unlisted investments per the table on the previous page.


 





- 36 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023

17.


Stocks

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Raw materials and consumables
1,571,076
2,389,662
-
-

Finished goods and goods for resale
1,984,014
2,813,233
-
-

3,555,090
5,202,895
-
-



18.


Debtors

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£


Trade debtors
6,015,063
6,863,075
-
-

Amounts owed by group undertakings
-
-
1,683
-

Amounts owed by associated undertakings
43,711
207,332
-
-

Other debtors
194,174
512,841
163,095
402,670

Prepayments and accrued income
147,564
180,570
-
-

Tax recoverable
83,330
99,727
83,330
83,330

Deferred taxation
461,250
513,500
-
-

6,945,092
8,377,045
248,108
486,000


Amounts owed by group and associated undertakings are unsecured, interest free and repayable on demand. 


19.


Cash and cash equivalents

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Cash at bank and in hand
2,463,160
2,340,070
1,062
6,890


- 37 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023

20.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Bank loans
309,274
309,274
309,274
309,274

Trade creditors
3,139,014
5,737,132
-
-

Amounts owed to group undertakings
-
-
286,809
66,311

Corporation tax
352,734
117,830
15,073
102,213

Other taxation and social security
78,659
61,015
5,380
5,391

Obligations under finance lease and hire purchase contracts
-
8,240
-
-

Other creditors
55,744
288,810
1,292
-

Accruals and deferred income
873,467
1,622,268
-
-

4,808,892
8,144,569
617,828
483,189


The bank loan is secured by a charge on the freehold property and accrues interest at two percent above the base rate. 
Obligations under finance lease and hire purchase contracts are secured over the assets to which they relate. 
Amounts owed to group and associated undertakings are unsecured, interest free and repayable on demand. 


21.


Creditors: Amounts falling due after more than one year

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Bank loans
2,814,416
3,123,690
2,814,416
3,123,690


The bank loan is secured by a charge on the freehold property and accrues interest at 2.5% above the base rate. 

- 38 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023

22.


Loans


Analysis of the maturity of loans is given below:


Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Amounts falling due within one year

Bank loans
309,274
309,274
309,274
309,274

Amounts falling due 1-2 years

Bank loans
309,274
309,274
309,274
309,274

Amounts falling due 2-5 years

Bank loans
2,505,142
2,814,416
2,505,142
2,814,416


3,123,690
3,432,964
3,123,690
3,432,964


The bank loan is secured by a charge on the freehold property and accrues interest at 2.5% above the base rate. 


23.


Deferred taxation


Group



2023
2022


£

£






At beginning of year
(262,570)
584,683


Charged to profit or loss
(30,796)
(484,753)


(Charged)/credited to other comprehensive income
64,750
(362,500)



At end of year
(228,616)
(262,570)

- 39 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023
 
23.Deferred taxation (continued)

Group
Group
2023
2022
£
£

Accelerated capital allowances
(689,866)
(776,070)

Defined benefit pension scheme
461,250
513,500

(228,616)
(262,570)

Comprising:

Asset - due within one year
461,250
513,500

Liability
(689,866)
(776,070)

(228,616)
(262,570)



24.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



73,059 (2022 - 73,059) A Ordinary shares of £1.00 each
73,059
73,059
5,758 (2022 - 5,758) B Ordinary shares of £1.00 each
5,758
5,758
7,592 (2022 - 7,592) C Ordinary shares of £1.00 each
7,592
7,592
7,591 (2022 - 7,591) D Ordinary shares of £1.00 each
7,591
7,591
6,000 (2022 - 6,000) E Ordinary shares of £1.00 each
6,000
6,000

100,000

100,000

The ordinary shares have attached to them full voting, dividend and capital distribution (including winding up) rights. They do not confer any rights of redemption nor a right to a fixed income.
Each share is entitled to one vote and the shares do not rank pari passu for dividend purposes.



25.


Reserves

Profit & loss account

This reserve represents cumulative profits and losses less dividends paid. The full reserve is available for distribution. 

- 40 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023
26.


Analysis of net debt





At 1 October 2022
Cash flows
Repayment of loans
At 30 September 2023
£

£

£

£

Cash at bank and in hand

2,340,070

123,090

-

2,463,160

Debt due after 1 year

(3,123,690)

-

309,274

(2,814,416)

Debt due within 1 year

(309,274)

309,274

(309,274)

(309,274)

Finance leases

(8,240)

8,240

-

-


(1,101,134)
440,604
-
(660,530)


27.


Pension commitments

The Group operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £247,212 (2022 - £177,188). There were contributions of £45,462 (2022 - £27,963) payable to the fund at the balance sheet date. 
The Group operates a Defined Benefit Pension Scheme.
Defined Benefit Pension Scheme
The Group operates a Defined Benefit Pension Scheme, the Stephenson Group Limited Retirement Benefits Scheme (the "Scheme"). The Scheme is administered by a separate board of Trustees which is legally separate from the Group. The Trustees are composed of representatives of both the employer and members of the Scheme.
The Scheme was closed to new members on 31 March 2002 and closed to future accrual of benefits on 31 March 2007. The most recent full funding valuation was on 1 April 2018 and was carried out by a qualified independent actuary. This has been updated to 30 September 2023.
The Company expects to contribute £579,000 to the scheme in the year ending 30 September 2024.
Additional employer contributions might be required if there are any redundancies or benefit augmentations during the year.

Mortality assumption
The mortality assumptions are based on 100% of SAPS S2PXA "All lives" tables with allowance for future improvements in line with the CMI 2022 projections with a smoothing parameter for 7.0 and a long term trend rate of 1.00% p.a. The assumptions are that a member currently aged 65 will live on average for a further 21.8 (2022 - 21.9) years if they are male and for a further 23.6 (2022 - 23.7) years if they are female.
Members currently aged 45 are expected to live for a further 22.7 (2022 - 22.9) years from age 65 if they are male and for a further 24.8 (2022 - 24.9) years if they are female.

- 41 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023
 
27.Pension commitments (continued)



Reconciliation of present value of plan liabilities:


2023
2022
£
£

Reconciliation of present value of plan liabilities


At the beginning of the year
5,654,000
8,572,000

Interest income
287,000
173,000

Actuarial gains
(153,000)
(2,777,000)

Benefits paid
(267,000)
(314,000)

At the end of the year
5,521,000
5,654,000


Composition of plan liabilities:


2023
2022
£
£


Present value of funded obligations
5,521,000
5,654,000



Reconciliation of present value of plan assets:


2023
2022
£
£


At the beginning of the year
3,600,000
4,866,000

Interest income
195,000
101,000

Actuarial losses
(412,000)
(1,516,000)

Contributions
560,000
463,000

Benefits paid
(267,000)
(314,000)

At the end of the year
3,676,000
3,600,000


Composition of plan assets:


2023
2022
£
£


Bonds
1,506,000
1,101,000

Cash
2,071,000
2,193,000

Diversified Growth Fund
99,000
306,000

Total plan assets
3,676,000
3,600,000

- 42 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023
 
27.Pension commitments (continued)

2023
2022
£
£


Fair value of plan assets
3,676,000
3,600,000

Present value of plan liabilities
(5,521,000)
(5,654,000)

Net pension scheme liability
(1,845,000)
(2,054,000)


The amounts recognised in profit or loss are as follows:

2023
2022
£
£


Interest on obligation
(92,000)
(72,000)


The cumulative amount of actuarial (loss)/gain recognised in the Statement of Comprehensive Income was (£259,000) (2022 - £898,500).





Principal actuarial assumptions at the reporting date (expressed as weighted averages):

2023
2022
%
%
Discount rate


5.45

5.20
 
Future pension increases


3.00

3.25
 
Inflation assumption


3.20

3.60
 
Mortality rates



 
- for a male aged 65 now


86.8

86.9
 
- at 65 for a male aged 45 now


87.8

87.9
 
- for a female aged 65 now


88.5

88.7
 
- at 65 for a female member aged 45 now


88.8

89.9
 


- 43 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023
 
27.Pension commitments (continued)


Amounts for the current and previous four periods are as follows:


Defined benefit pension schemes

2023
2022
2021
2020
2019
£
£
£
£
£
Defined benefit obligation

(5,521,000)

(5,654,000)

(8,572,000)
 
(8,659,000)
 
(8,515,000)

Scheme assets

3,676,000

3,600,000

4,866,000
 
4,764,000
 
4,497,000

Surplus
(1,845,000)

(2,054,000)

(3,706,000)
 
(3,895,000)
 
(4,018,000)


Experience adjustments on scheme liabilities
153,000
2,777,000
9,000
(189,000)
(1,439,000)
Experience adjustments on scheme assets
(412,000)
(1,516,000)
(35,000)
86,000
203,000
(259,000)
1,261,000
(26,000)
(103,000)
(1,236,000)



28.


Commitments under operating leases

At 30 September 2023 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
2023
2022
£
£

Not later than 1 year
128,887
138,254

Later than 1 year and not later than 5 years
223,932
424,887

352,819
563,141

29.Other financial commitments

As at the year end, the Group had committed to forward contract currency options totalling USD 2,400,000 (2022 - USD 2,400,000) with maturity dates ranging from October 2023 to January 2024 (2022 - October 2022 to January 2023).
As at the year end, the Group had committed to forward purchase contracts totalling £390,101 (2022 - £418,604) in respect of raw materials with maturity dates in October 2023 to February 2024 (2022 - October 2022 to July 2023).

- 44 -

 
 THOS. BENTLEY & SON LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2023

30.


Related party transactions

The Group has taken the exemption permitted by Section 33 Related Party Disclosures, not to disclose transactions made with other wholly owned group companies of Thos. Bentley & Son Limited Group.
T R Bentley is a Director and Shareholder of the Company and received dividends during the year of £Nil (2022 - £20,000) directly into his directors loan account. £Nil (2022 - £38,500) was paid to the director during the year to reduce the amount owed to the director. In addition £Nil (2022 - £45,172) of expenses was paid on behalf of the director during the year and are netted off the director's loan account. Within the period the director repaid £20,906 (2022 - £Nil) of his directors loan.
T J M Bentley is a Director and Shareholder of the Company and received dividends during the year of £830,000 (2022 - £700,000) directly into his directors loan account. £300,000 (2022 - £275,000) was paid to the director during the year to reduce the amount owed to the director. In addition £514,690 (2022 - £477,980) of expenses was paid on behalf of the director during the year and are netted off the director's loan account. 
Sustain CO2 Limited and Stephenson Group Limited are related parties by virtue of common directorships. In the year ended 30 September 2023 Stephenson Group Limited made product sales totalling £345,387 (2022 - £243,841) and recharges totalling £380,847 (2022 - £482,106) to Sustain CO2 Limited. At the year end date an amount totalling £59,782 (2022 - £60,294) was outstanding.
Milk & Honey of Harrogate Limited and the Company are related parties by virtue of common directorships. 
At the year end date, the following balances were due/(owed) from/to the related parties.


2023
2022
£
£

T R Bentley
-
20,906
T J M Bentley
48,372
63,682
Sustain CO2 limited
(16,081)
207,332
32,291
291,920


31.


Post balance sheet events

There have been no significant events affecting the Group or parent Company since the year end.


32.


Controlling party

The ultimate controlling party is the TR Bentley 1997 Discretionary Settlement by virtue of its majority  shareholding.

 
- 45 -