Company registration number 13181198 (England and Wales)
OPS HOLDING LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2023
OPS HOLDING LIMITED
COMPANY INFORMATION
Director
G Ioannides
Company number
13181198
Registered office
114a Cromwell Road
Kensington
London
SW7 4AG
Auditor
Bright Grahame Murray
Emperor's Gate
114a Cromwell Road
Kensington
London
SW7 4AG
OPS HOLDING LIMITED
CONTENTS
Page
Strategic report
1
Director's report
2 - 3
Independent auditor's report
4 - 6
Group statement of comprehensive income
7
Group balance sheet
8
Company balance sheet
9
Group statement of changes in equity
10
Group statement of cash flows
11
Company statement of cash flows
12
Notes to the financial statements
13 - 26
OPS HOLDING LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 JULY 2023
- 1 -

The director presents the strategic report for the year ended 31 July 2023.

Review of the business

The group's principal activities during the year continued to be that of wholesale of petroleum and related products.

 

Turnover increased from €55,642,380 to €76,910,117 and gross profit margins decreased from 6.6% to 5.6%. This was as a result of a large contract negotiated with a customer being stopped during the year. This meant the remaining unlifted quantity was sold at a lower margin. The group made a profit before tax of €1,472,517 (2022: €2,285,732). Net assets at the year end stood at €7,789,252 compared to 6,583,234 in the prior year.

Principal risks and uncertainties

The principal risks and uncertainties that affect the group are deemed to be as follows:

 

Credit risk - This is managed by carefully reviewing the credit terms offered to all customers and regularly reconciling each customer ledger. Each customer is offered individual credit terms, based on a number of factors, and interest is charged on late payments.

 

Foreign exchange risk - This is managed by invoicing in local currencies and keeping separate bank accounts in each currency and by securing the exchange rate on the due date with specific hedging institutions so limiting volatility and potential losses.

 

Market risk - Paying attention to customers needs has always been the main philosophy of the group and now it is linked with the corporate policy of reducing financial risks and uncertainties. Cargo is now only sold with deferred payment terms for either annual or fixed quantity shipment contracts. This has helped to enhance earnings security by preventing the migration of the customer to other suppliers at the peak of the season.

 

Liquidity/cash flow risk - This is managed by careful control of trade debtors and the use of a loan facility to finance bitumen purchases to provide adequate working capital.

 

The financial impact arising from these risks is considered to be low because of the nature of the group's internal control environment and its culture. The group proactively manages all aspects of its work in order to either remove or reduce any financial risks.

Key performance indicators

The key performance indicators used by the group include turnover and gross profit margin. Turnover increased by 38.2% and gross profit increased by 18.0% due to the factors disclosed above. Key performance indicators are constantly monitored, analysed and reviewed on a regular basis.

On behalf of the board

G Ioannides
Director
10 March 2024
OPS HOLDING LIMITED
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 JULY 2023
- 2 -

The director presents his annual report and financial statements for the year ended 31 July 2023.

 

Principal activities

The company acts as a holding company of a group involved in wholesale of petroleum and related products.

Results and dividends

The results for the year are set out on page 7.

No ordinary dividends were paid. The director does not recommend payment of a further dividend.

Director

The director who held office during the year and up to the date of signature of the financial statements was as follows:

G Ioannides
Statement of director's responsibilities

The director is responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the company and of the or of the company for that period. In preparing these financial statements, the director is required to:

 

 

The director is responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

OPS HOLDING LIMITED
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2023
- 3 -
On behalf of the board
G Ioannides
Director
10 March 2024
OPS HOLDING LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF OPS HOLDING LIMITED
- 4 -
Opinion

We have audited the financial statements of OPS Holding Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 July 2023 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of cash flows, the company statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

Basis for opinion

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

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the director's 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 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 director 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 director is responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

OPS HOLDING LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF OPS HOLDING LIMITED
- 5 -
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 their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the director's 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:

Responsibilities of director

As explained more fully in the director's responsibilities statement, the director is 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 director determines 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 director is responsible for assessing 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 director either intends to liquidate the parent company or to cease operations, or has no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

In identifying and addressing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, our procedures included the following:

OPS HOLDING LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF OPS HOLDING LIMITED
- 6 -

Due to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing fraud or non-compliance with laws and regulations and cannot be expected to detect all fraud and non-compliance with laws and regulations.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

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

Ahsan Miraj (Senior Statutory Auditor)
For and on behalf of Bright Grahame Murray
Chartered Accountants
Statutory Auditor
Emperor's Gate
114a Cromwell Road
Kensington
London
SW7 4AG
11 March 2024
OPS HOLDING LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 JULY 2023
- 7 -
2023
2022
Notes
Turnover
3
76,910,117
55,642,380
Cost of sales
(72,607,977)
(51,995,078)
Gross profit
4,302,140
3,647,302
Administrative expenses
(2,183,142)
(1,249,420)
Other operating income
75,765
270,300
Operating profit
4
2,194,763
2,668,182
Interest receivable and similar income
7
791
64,939
Interest payable and similar expenses
8
(723,037)
(447,389)
Profit before taxation
1,472,517
2,285,732
Tax on profit
9
(266,499)
(458,886)
Profit for the financial year
1,206,018
1,826,846
Profit for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
OPS HOLDING LIMITED
GROUP BALANCE SHEET
AS AT
31 JULY 2023
31 July 2023
- 8 -
2023
2022
Notes
Fixed assets
Tangible assets
10
7,488,194
3,693,162
Investments
11
7,808
7,650
7,496,002
3,700,812
Current assets
Debtors
14
12,998,169
5,495,654
Cash at bank and in hand
657,071
2,358,079
13,655,240
7,853,733
Creditors: amounts falling due within one year
15
(13,270,680)
(1,587,122)
Net current assets
384,560
6,266,611
Total assets less current liabilities
7,880,562
9,967,423
Creditors: amounts falling due after more than one year
16
-
(3,276,818)
Provisions for liabilities
Deferred tax liability
18
91,310
107,371
(91,310)
(107,371)
Net assets
7,789,252
6,583,234
Capital and reserves
Called up share capital
20
116,151
116,151
Profit and loss reserves
7,673,101
6,467,083
Total equity
7,789,252
6,583,234

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

The financial statements were approved and signed by the director and authorised for issue on 10 March 2024
10 March 2024
G Ioannides
Director
Company registration number 13181198 (England and Wales)
OPS HOLDING LIMITED
COMPANY BALANCE SHEET
AS AT 31 JULY 2023
31 July 2023
- 9 -
2023
2022
Notes
Fixed assets
Investments
11
115,781
115,781
Current assets
Debtors
14
116,151
116,151
Creditors: amounts falling due within one year
15
(115,781)
(115,781)
Net current assets
370
370
Net assets
116,151
116,151
Capital and reserves
Called up share capital
20
116,151
116,151

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was €0 (2022 - €0 profit).

The director of the company has elected not to include a copy of the profit and loss account within the financial statements.true

The financial statements were approved and signed by the director and authorised for issue on 10 March 2024
10 March 2024
G Ioannides
Director
Company registration number 13181198 (England and Wales)
OPS HOLDING LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JULY 2023
- 10 -
Share capital
Profit and loss reserves
Total
Balance at 1 August 2021
116,151
4,640,237
4,756,388
Year ended 31 July 2022:
Profit and total comprehensive income for the year
-
1,826,846
1,826,846
Balance at 31 July 2022
116,151
6,467,083
6,583,234
Year ended 31 July 2023:
Profit and total comprehensive income for the year
-
1,206,018
1,206,018
Balance at 31 July 2023
116,151
7,673,101
7,789,252
OPS HOLDING LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 JULY 2023
- 11 -
2023
2022
Notes
Cash flows from operating activities
Cash generated from operations
23
281,119
2,176,004
Interest received
50
-
0
Income taxes paid
(293,412)
(97,718)
Net cash (outflow)/inflow from operating activities
(12,243)
2,078,286
Investing activities
Purchase of tangible fixed assets
(3,850,519)
(337,970)
Proceeds from disposal of tangible fixed assets
-
1,650
Net cash used in investing activities
(3,850,519)
(336,320)
Financing activities
Repayment of bank loans
2,884,791
(365,545)
Interest paid
(723,037)
(447,389)
Net cash generated from/(used in) financing activities
2,161,754
(812,934)
Net (decrease)/increase in cash and cash equivalents
(1,701,008)
929,032
Cash and cash equivalents at beginning of year
2,358,079
1,429,047
Cash and cash equivalents at end of year
657,071
2,358,079
OPS HOLDING LIMITED
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 JULY 2023
- 12 -
2023
2022
Notes
Cash flows from operating activities
Net increase in cash and cash equivalents
-
-
Cash and cash equivalents at beginning of year
-
0
-
0
Cash and cash equivalents at end of year
-
0
-
0
OPS HOLDING LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2023
- 13 -
1
Accounting policies
Company information

OPS Holding Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 3rd Floor, 114a Cromwell Road, London, SW7 4AG.

 

The group consists of OPS Holding Limited and all of its subsidiaries. The principal place of business is in Cyprus.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in euros, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest €.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company OPS Holding Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

All financial statements are made up to 31 July 2023. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

1.3
Going concern

At the time of approving the financial statements, the director has a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.

1.4
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

 

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

OPS HOLDING LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2023
1
Accounting policies
(Continued)
- 14 -

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:

 

1.5
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Freehold land and buildings
No depreciation until brought into use
Fixtures and fittings
7 years straight line
Computers
5 years straight line
Ship
3 years straight line

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

Properties whose fair value can be measured reliably are held under the revaluation model and are carried at a revalued amount, being their fair value at the date of valuation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. The fair value of the land and buildings is usually considered to be their market value.

 

Revaluation gains and losses are recognised in other comprehensive income and accumulated in equity, except to the extent that a revaluation gain reverses a revaluation loss previously recognised in profit or loss or a revaluation loss exceeds the accumulated revaluation gains recognised in equity; such gains and losses are recognised in profit or loss.

1.6
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

OPS HOLDING LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2023
1
Accounting policies
(Continued)
- 15 -
1.7
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

 

1.8
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.9
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

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

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

OPS HOLDING LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2023
1
Accounting policies
(Continued)
- 16 -
Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

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

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

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

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

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

1.10
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

1.11
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

OPS HOLDING LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2023
1
Accounting policies
(Continued)
- 17 -
Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.12
Provisions

Provisions are recognised when the group has a legal or constructive present obligation as a result of a past event, it is probable that the group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

 

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

 

When payments are eventually made, they are charged to the provision carried in the balance sheet.

1.13
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.14

Interest Income

Interest income is recognised in profit or loss using the effective interest method.

1.15

Finance Costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

1.16

Borrowing Costs

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

OPS HOLDING LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2023
- 18 -
2
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Recoverability of debtors

Trade and other debtors are assessed for indicators of impairment at each reporting year end date.

 

The director applies his judgment in considering the likely recoverability of trade and other debtors outstanding at the year end to ensure that a provision is made against any uncertain balances. In arriving at a suitable provision, regard is given to the age profile of the debt and an assessment is made by the director based the particular circumstances of each matter.

 

Valuation of properties

Whether or not a revaluation is necessary has been assessed by reference to professional confirmations and available market data.

 

The valuation is subjective to, among other factors, the economic climate and the location of the property. There is an inevitable degree of judgement involved and the valuation can only ultimately be reliably tested in the market itself.

3
Turnover and other revenue
2023
2022
Turnover analysed by geographical market
European Union
66,556,293
55,642,380
Outside of European Union
10,353,824
-
76,910,117
55,642,380
2023
2022
Other revenue
Interest income
791
64,939
Other income
75,765
270,300
4
Operating profit
2023
2022
Operating profit for the year is stated after charging/(crediting):
Exchange losses/(gains)
478,765
(225,017)
Depreciation of owned tangible fixed assets
55,487
42,516
OPS HOLDING LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2023
- 19 -
5
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
For audit services
Audit of the financial statements of the group and company
-
-
Audit of the financial statements of the company's subsidiaries
36,617
34,846
6
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2023
2022
2023
2022
Number
Number
Number
Number
3
2
-
0
-
0

Their aggregate remuneration comprised:

Group
Company
2023
2022
2023
2022
Wages and salaries
86,978
38,815
-
0
-
0
Social security costs
1,350
2,864
-
-
Pension costs
597
-
0
-
0
-
0
88,925
41,679
-
0
-
0
7
Interest receivable and similar income
2023
2022
Interest income
Other interest income
791
64,939
8
Interest payable and similar expenses
2023
2022
Interest on financial liabilities measured at amortised cost:
Other interest on financial liabilities
721,481
446,288
Other finance costs:
Other interest
1,556
1,101
Total finance costs
723,037
447,389
OPS HOLDING LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2023
- 20 -
9
Taxation
2023
2022
Current tax
UK corporation tax on profits for the current period
314,534
434,926
Adjustments in respect of prior periods
(31,974)
20,331
Total current tax
282,560
455,257
Deferred tax
Origination and reversal of timing differences
(16,061)
3,629
Total tax charge
266,499
458,886

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2023
2022
Profit before taxation
1,472,517
2,285,732
Expected tax charge based on the standard rate of corporation tax in the UK of 19.00% (2022: 19.00%)
279,778
434,289
Tax effect of expenses that are not deductible in determining taxable profit
19,496
5,968
Effect of change in corporation tax rate
1,848
871
Permanent capital allowances in excess of depreciation
(3,052)
(7,005)
Other non-reversing timing differences
278
3,629
Under/(over) provided in prior years
(31,974)
20,331
Other differences
125
803
Taxation charge
266,499
458,886
OPS HOLDING LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2023
- 21 -
10
Tangible fixed assets
Group
Freehold land and buildings
Fixtures and fittings
Computers
Ship
Total
Cost
At 1 August 2022
3,413,896
456,055
1,011
-
0
3,870,962
Additions
1,726,657
185,952
-
0
1,937,910
3,850,519
At 31 July 2023
5,140,553
642,007
1,011
1,937,910
7,721,481
Depreciation and impairment
At 1 August 2022
-
0
177,615
185
-
0
177,800
Depreciation charged in the year
-
0
55,285
202
-
0
55,487
At 31 July 2023
-
0
232,900
387
-
0
233,287
Carrying amount
At 31 July 2023
5,140,553
409,107
624
1,937,910
7,488,194
At 31 July 2022
3,413,896
278,440
826
-
0
3,693,162
The ship represents a 34% interest in Jopet Shipping and Trading Inc, a company incorporated in the Marshall Islands.  The legal title of one third of the ship is held by Jopet Shipping and Trading Inc on trust for Overseas Petroltrade & Shipping Ltd.  In order to reflect the substance of the transaction, the ship is included in the balance sheet of Overseas Petroltrade & Shipping Ltd.
The company had no tangible fixed assets at 31 July 2023 or 31 July 2022.

The carrying value of land and buildings comprises:

Group
Company
2023
2022
2023
2022
Freehold
5,140,553
3,413,896
-
0
-
0

Freehold property was valued in December 2020 by a local estate agent using market based evidence for similar properties sold in the area. Subsequent additions are at cost. Depreciation will be charged once the properties have been fully refurbished.

 

The historic cost of the properties was €5,311,445 (2021: €3,584,789).

OPS HOLDING LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2023
- 22 -
11
Fixed asset investments
Group
Company
2023
2022
2023
2022
Notes
Investments in subsidiaries
12
7,650
7,650
115,781
115,781
Investments in associates
13
158
-
0
-
0
-
0
7,808
7,650
115,781
115,781
Movements in fixed asset investments
Group
Shares in subsidiaries and associates
Cost or valuation
At 1 August 2022
7,650
Additions
158
At 31 July 2023
7,808
Carrying amount
At 31 July 2023
7,808
At 31 July 2022
7,650
Movements in fixed asset investments
Company
Shares in subsidiaries
Cost or valuation
At 1 August 2022 and 31 July 2023
115,781
Carrying amount
At 31 July 2023
115,781
At 31 July 2022
115,781
12
Subsidiaries

Details of the company's subsidiaries at 31 July 2023 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Overseas Petroltrade & Shipping Ltd
3rd Floor, 114a Cromwell Road, London SW7 4AG
Ordinary shares
100.00
-
Overseas Promotion SRL
P. Za San Giovanni 1, 34126 Trieste Italy
Ordinary shares
-
100.00
OPS HOLDING LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2023
12
Subsidiaries
(Continued)
- 23 -

Overseas Promotion SRL has been excluded from consolidation on the grounds of immateriality. The aggregate capital and reserves and loss for the year ended 31 December 2022 were €76,825 and €34,963 respectively.

13
Associates

Details of associates at 31 July 2023 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Jopet Shipping and Trading Inc
Marshall Islands
Ordinary shares
-
34
14
Debtors
Group
Company
2023
2022
2023
2022
Amounts falling due within one year:
Trade debtors
11,769,199
2,349,501
-
0
-
0
Other debtors
505,115
727,952
116,151
116,151
Prepayments and accrued income
183,855
2,418,201
-
0
-
0
12,458,169
5,495,654
116,151
116,151
Amounts falling due after more than one year:
Other debtors
540,000
-
0
-
0
-
0
Total debtors
12,998,169
5,495,654
116,151
116,151
15
Creditors: amounts falling due within one year
Group
Company
2023
2022
2023
2022
Notes
Bank loans
17
6,161,609
-
0
-
0
-
0
Trade creditors
2,281,972
806,514
-
0
-
0
Corporation tax payable
439,595
450,447
-
0
-
0
Other creditors
118,205
122,246
115,781
115,781
Accruals and deferred income
4,269,299
207,915
-
0
-
0
13,270,680
1,587,122
115,781
115,781
OPS HOLDING LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2023
- 24 -
16
Creditors: amounts falling due after more than one year
Group
Company
2023
2022
2023
2022
Notes
Bank loans and overdrafts
17
-
0
3,276,818
-
0
-
0
17
Loans and overdrafts
Group
Company
2023
2022
2023
2022
Bank loans
6,161,609
3,276,818
-
0
-
0
Payable within one year
6,161,609
-
0
-
0
-
0
Payable after one year
-
0
3,276,818
-
0
-
0

The long-term loans are secured over the assets of Overseas Petroltrade & Shipping Ltd.

 

18
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
2023
2022
Group
Accelerated capital allowances
91,310
107,371
The company has no deferred tax assets or liabilities.
Group
Company
2023
2023
Movements in the year:
Liability at 1 August 2022
107,371
-
Credit to profit or loss
(16,061)
-
Liability at 31 July 2023
91,310
-
OPS HOLDING LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2023
- 25 -
19
Retirement benefit schemes
2023
2022
Defined contribution schemes
Charge to profit or loss in respect of defined contribution schemes
597
-

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

20
Share capital
Group and company
2023
2022
2023
2022
Ordinary share capital
Number
Number
Issued and fully paid
Ordinary shares of €1 each
101,000
101,000
116,151
116,151
21
Related party transactions

Included in Trade debtors is an amount of €11,100 (2022: €11,100) owed from a connected party. During the year, management fee of €22,413 (2022: €5,000) was payable to the connected party.

During the year, management fees of €83,046 (2022: €22,009) and €Nil (2022: €60,000) were payable to connected parties.

During the year, commissions of €71,900 (2022: €44,200) were payable to an ultimate beneficial owner.

During the year, consultancy fees of €3,463 (2022: €219) were payable to an ultimate beneficial owner.

During the year, professional fees of €100,000 (2022: €25,000) were payable to a connected party.

The group made sales of €43,048,046 (2022: €34,321,144) to a connected company and was owed €140,234 (2022: owed €125,287) at the balance sheet date.

Included in Other debtors is an amount of €540,000 (2022: €510,000) to be repayable over 8 years from 28 December 2021 to a connected party, with interest receivable at the 12 month EURIBOR rate plus 0.5%. During the year, berthing and discharging costs of €480,000 (2022: €480,000) was payable to the connected party. At year end, an amount of €300,000 (2022: €240,000) was due to the group.

The group made purchases of €297,707 (2022: €396,850) from a subsidiary company in the year and owed them €74,291 (2022: €46,919) at the year end.

The group made purchases of €945,946 (2022: €Nil) from the associated company and owed them €158 (2022: €Nil).

At year end, the group was due €167 (2022: €17,635) from a director.

Key management remuneration amounted to €23,219 (2022: €23,898). At 31 July 2023, an amount of €156,249 (2022: €Nil) was owed to the group by key management. Interest of 2.25% was charged on the loan amounting to €741 (2022:€Nil).

22
Controlling party

There is no ultimate controlling party.

OPS HOLDING LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2023
- 26 -
23
Cash generated from group operations
2023
2022
Profit for the year after tax
1,206,018
1,826,846
Adjustments for:
Taxation charged
266,499
458,886
Finance costs
723,037
447,389
Investment income
(791)
(64,939)
Depreciation and impairment of tangible fixed assets
55,487
42,516
Other investment
(158)
-
Movements in working capital:
Increase in debtors
(7,501,774)
(658,654)
Increase in creditors
5,532,801
123,960
Cash generated from operations
281,119
2,176,004
24
Cash absorbed by operations - company
2023
2022
Profit for the year after tax
-
-
Cash absorbed by operations
-
-
25
Analysis of changes in net debt - group
1 August 2022
Cash flows
31 July 2023
Cash at bank and in hand
2,358,079
(1,701,008)
657,071
Borrowings excluding overdrafts
(3,276,818)
(2,884,791)
(6,161,609)
(918,739)
(4,585,799)
(5,504,538)
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