Company registration number 02716900 (England and Wales)
UNDERWOOD MEAT COMPANY LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2023
UNDERWOOD MEAT COMPANY LIMITED
COMPANY INFORMATION
Directors
T M S Bennett
K A Jones
C P Scothorne
C Beardshall
Secretary
C Bennett
Company number
02716900
Registered office
15 Ashley Business Court
Rawmarsh Rd
Rotherham
S60 1RU
Auditor
BHP LLP
2 Rutland Park
Sheffield
S10 2PD
Solicitors
Shoosmiths LLP
The XYZ Building
2 Hardman Boulevard
Spinningfields
Manchester
M3 3AZ
UNDERWOOD MEAT COMPANY LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 5
Independent auditor's report
6 - 8
Statement of comprehensive income
9
Balance sheet
10
Statement of changes in equity
11
Notes to the financial statements
12 - 26
UNDERWOOD MEAT COMPANY LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 OCTOBER 2023
- 1 -
The directors present the strategic report for the year ended 31 October 2023.
Review of the business
Our objective is to present a balanced view of company's performance and development during the year and at the year end. The review will seek to address any risks and uncertainties we face. The group is predominantly a catering butcher, processing and supplying portion control and bespoke meat to the food service industry while continuing to develop its range of retail outlets. The review is based upon known information available to the directors as at the review date. |
Principal risks and uncertainties
The business continues to face competitive pressures and operates in the wider difficult economic climate. The economy continued to be impacted heavily by inflationary pressures, impacting directly on consumer discretionary income, hitting the foodservice sector and its supply chain. Whilst labour availability improved from 12 months prior, an almost 10% increase to national minimum wage in April 2023 impacted significantly across all areas (6 month impact c£200k), with a similar trend continuing into April 2024 and possibly beyond. Bank of England base rate increased by 3% across the year, negatively impacting directly on the business PBT and cashflow (c-£100k). However, at the date of writing, we have seen interest rates remain stable with forecasts indicating small reductions by the end of 2024. The Board of Directors continue to be mindful of these risks and uncertainties but remains confident that the overall business strategy will continue to provide a solid platform for the future. |
Development and performance
Year on year turnover continued to grow, at £65.1m vs £56.3m in 2022 (+15.7%), but we did see a 1.53% detrimental impact on overall GP (14.14% vs prior year 15.67%). The business growth came with its own operational challenges, seeing disproportionate increases in both distribution and administrative costs, leaving the business with a year-on-year reduction to operating profit from £819k to £115k.
With continued investment in efficiency improvements and 2023 H2 cost saving initiatives, the business managed to mitigate the severity of the in-year impact and turn a corner as it moved into the new financial year.
During the year, the business also undertook an ownership and financing restructure due to the formal retirement of key shareholders, introducing a new ultimate parent company Underwood Meat Topco Limited. This involved significant one-off costs, impacting on the current year profits in the region of £227k (note 4).
Overall, the directors of the business are clearly disappointed with the result and with the loss after tax of £381k but are confident that the initiatives now in place will continue to drive profitability forward through 2024 and beyond.
Suppliers were paid on an average of 38 days during the year (in line with 2022). Trade debtor receipts eased back slightly to an average of 30 days (-1 days vs 2022). Capex spend continued to be managed tightly, although £393k of production investment and a £117k fleet refresh taking capital expenditure to £510k in the year (+£336k vs 2022).
Key performance indicators
The main key performance indicators remain profitability and cash flow. PBT moved to a loss making position vs the prior year profit, whilst cash flow was managed accordingly in line with non-funded capex and strategic stock purchase requirements.
UNDERWOOD MEAT COMPANY LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2023
- 2 -
S172 Statement
The business considers the views and needs of its stakeholders in all long-term decision making as well as the consequences of these decisions across the entire company. The directors of the company operate a fluid, fast acting business model where scenarios are mapped out and decision made quickly. This ensures that long term growth and security is maintained, such as the fast turnaround on capex investment and achievement of respective payback periods. The company values its employees as its best asset and encourages employee participation wherever possible. We have a track record of promoting from within and actively offer training opportunities in specialist areas as well as apprenticeship development. The company engages with all external stakeholders through supply chain audits and ensuring both Underwood Meat and its partners adhere to CSR policies. This helps to strengthen long term business relationships in addition to enhancing the long-term decision-making process. The company tries where possible to employ from the local community. To minimise its environmental impact, the company has introduced a number of initiatives to encourage the reduction of waste and recycle where possible. The company strives to maintain its reputation for high standards by adhering to its Conflicts of Interest policy and actively promoting anonymous whistleblowing via a dedicated line and feedback boxes. This ensures conduct, governance, integrity and ethics are maintained throughout. As a privately owned company, the primary shareholder ensures all decisions are agreed accordingly at board level with the group Managing Director and Finance Director to ensure fair balance, integrity and a strong level of corporate governance. |
K A Jones
Director
31 July 2024
UNDERWOOD MEAT COMPANY LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 OCTOBER 2023
- 3 -
The directors present their annual report and financial statements for the year ended 31 October 2023.
Principal activities
The principal activity of the company continued to be that of catering butchers and meat distributors.
Results and dividends
The results for the year are set out on page 9.
Ordinary dividends were paid amounting to £664,089. The directors do not recommend payment of a final dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
J D Heeley
(Resigned 5 May 2023)
T M S Bennett
K A Jones
C P Scothorne
C Beardshall
Disabled persons
Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the company continues and that the appropriate training is arranged. It is the policy of the company that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.
Employee involvement
The company's policy is to consult and discuss with employees, through unions, staff councils and at meetings, matters likely to affect employees' interests.
Information about matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the company's performance.
There is no employee share scheme at present, but the directors are considering the introduction of such a scheme as a means of further encouraging the involvement of employees in the company's performance.
Auditor
The auditor, BHP LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
Energy and carbon report
This Streamlined Energy Carbon Report ("SECR") relates to the activities of the company for the year ended 31 October 2023.
2023
2022
Energy consumption
kWh
kWh
Aggregate of energy consumption in the year
- Gas combustion
3,134,126
3,417,199
- Electricity purchased
3,235,963
3,216,692
- Fuel consumed for transport
20,987
29,146
6,391,076
6,663,037
UNDERWOOD MEAT COMPANY LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2023
- 4 -
2023
2022
Emissions of CO2 equivalent
metric tonnes
metric tonnes
Scope 1 - direct emissions
- Gas combustion
48.00
44.00
- Fuel consumed for owned transport
687.00
766.00
735.00
810.00
Scope 2 - indirect emissions
- Electricity purchased
670.00
622.00
Scope 3 - other indirect emissions
- Fuel consumed for transport not owned by the company
5.00
7.00
Total gross emissions
1,410.00
1,439.00
Intensity ratio
Tonnes CO2e per £m turnover
22.1
23.9
Quantification and reporting methodology
The company has followed the 2019 HM Government Environmental Reporting Guidelines. The company has also used the GHG Reporting Protocol – Corporate Standard and have used the 2020 UK Government’s Conversion Factors for Company Reporting
Intensity measurement
The chosen intensity measurement ratio is total gross emissions in metric tonnes CO2e per £m turnover, the recommended ratio for the sector.
Measures taken to improve energy efficiency
The company continues to look into energy efficiency where there is a direct contribution to bottom line profitability. This includes the replacement of fluorescent tube lighting with LED equivalent and assessing the viability of electric vehicles as part of the fleet, whilst working with its key customers to minimise deliveries and mileage.
UNDERWOOD MEAT COMPANY LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2023
- 5 -
Statement of directors' responsibilities
The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:
- select suitable accounting policies and then apply them consistently;
- make judgements and accounting estimates that are reasonable and prudent;
- state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Strategic report
The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of engagement with suppliers and customers.
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.
On behalf of the board
K A Jones
Director
31 July 2024
UNDERWOOD MEAT COMPANY LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF UNDERWOOD MEAT COMPANY LIMITED
- 6 -
Opinion
We have audited the financial statements of Underwood Meat Company Limited (the 'company') for the year ended 31 October 2023 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 October 2023 and of its loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
UNDERWOOD MEAT COMPANY LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF UNDERWOOD MEAT COMPANY LIMITED (CONTINUED)
- 7 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:
the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the trade;
we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company;
we assessed the extent of compliance with the laws and regulations considered above through making enquiries of management and inspecting legal correspondence; and
identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.
UNDERWOOD MEAT COMPANY LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF UNDERWOOD MEAT COMPANY LIMITED (CONTINUED)
- 8 -
We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by;
making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and
considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.
To address the risks of fraud through management bias and override controls, we:
performed analytical procedures to identify any unusual or unexpected relationships;
tested journal entries to identify unusual transactions;
assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and
investigated the rationale behind significant or unusual transactions.
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
agreeing financial statement disclosures to underlying supporting documentation;
reading the minutes of meetings of those charged with governance;
enquiring of management as to actual and potential litigation and claims; and
discussions with senior management regarding relevant regulations and reviewing the company’s legal and professional fees.
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the director’s and other management and the inspection of regulatory and legal correspondence.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.
Terri Pierpoint
Senior Statutory Auditor
For and on behalf of BHP LLP
31 July 2024
Chartered Accountants
Statutory Auditor
2 Rutland Park
Sheffield
S10 2PD
UNDERWOOD MEAT COMPANY LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 OCTOBER 2023
- 9 -
2023
2022
as restated
Notes
£
£
Turnover
3
65,131,033
56,295,918
Cost of sales
(55,919,119)
(47,473,088)
Gross profit
9,211,914
8,822,830
Distribution costs
(4,768,174)
(4,121,966)
Administrative expenses
(4,328,864)
(3,882,119)
Operating (loss)/profit
5
114,876
818,745
Interest receivable and similar income
9
16,255
13,253
Interest payable and similar expenses
10
(311,643)
(125,071)
Exceptional item
4
(226,803)
-
(Loss)/profit before taxation
(407,315)
706,927
Tax on (loss)/profit
11
26,250
(149,031)
(Loss)/profit for the financial year
(381,065)
557,896
UNDERWOOD MEAT COMPANY LIMITED
BALANCE SHEET
AS AT
31 OCTOBER 2023
31 October 2023
- 10 -
2023
2022
Notes
£
£
£
£
Fixed assets
Goodwill
13
112,931
165,767
Tangible assets
14
3,016,932
3,019,656
3,129,863
3,185,423
Current assets
Stocks
17
3,609,570
3,052,252
Debtors
18
9,217,362
9,026,939
Cash at bank and in hand
505,505
269,323
13,332,437
12,348,514
Creditors: amounts falling due within one year
19
(12,505,237)
(10,624,739)
Net current assets
827,200
1,723,775
Total assets less current liabilities
3,957,063
4,909,198
Creditors: amounts falling due after more than one year
20
(509,430)
(466,111)
Provisions for liabilities
Deferred tax liability
23
192,000
142,300
(192,000)
(142,300)
Net assets
3,255,633
4,300,787
Capital and reserves
Called up share capital
25
100
100
Capital redemption reserve
50,000
50,000
Profit and loss reserves
3,205,533
4,250,687
Total equity
3,255,633
4,300,787
The financial statements were approved by the board of directors and authorised for issue on 31 July 2024 and are signed on its behalf by:
K A Jones
Director
Company registration number 02716900 (England and Wales)
UNDERWOOD MEAT COMPANY LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 OCTOBER 2023
- 11 -
Share capital
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 November 2021
100
50,000
4,236,791
4,286,891
Year ended 31 October 2022:
Profit and total comprehensive income
-
-
557,896
557,896
Dividends
12
-
-
(544,000)
(544,000)
Balance at 31 October 2022
100
50,000
4,250,687
4,300,787
Year ended 31 October 2023:
Loss and total comprehensive income
-
-
(381,065)
(381,065)
Dividends
12
-
-
(664,089)
(664,089)
Balance at 31 October 2023
100
50,000
3,205,533
3,255,633
UNDERWOOD MEAT COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2023
- 12 -
1
Accounting policies
Company information
Underwood Meat Company Limited is a private company limited by shares incorporated in England and Wales. The registered office is 15 Ashley Business Court, Rawmarsh Rd, Rotherham, S60 1RU.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.
Underwood Meat Company Limited is a wholly owned subsidiary of Underwood Meat (Holdings) Limited and the ultimate parent company is Underwood Meat (Topco) Limited. The results of Underwood Meat Company Limited are included in the consolidated financial statements of Underwood Meat (Topco) Limited which are available from its registered office or can be obtained from Companies House.
1.2
Prior period error
Comparative amounts in relation to the NBV of assets held on hire purchase (note 14) and operating lease commitments (note 28) have been restated within the relevant notes to reflect their accurate balances. This has no impact on the profit or the reserves.
1.3
Going concern
Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.4
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods 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.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
UNDERWOOD MEAT COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2023
1
Accounting policies
(Continued)
- 13 -
1.5
Intangible fixed assets - goodwill
Goodwill represents the excess of the cost of acquisition of unincorporated businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.
For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.
1.6
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Freehold land and buildings
2% - 5% straight line
Leasehold land and buildings
over the term of the lease
Plant and machinery
10% - 25% straight line
Motor vehicles
25% straight line
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
1.7
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets 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.
1.8
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
1.9
Cash and cash equivalents
Cash at bank and in hand are basic financial assets and include cash in hand, deposits held at call with banks, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
UNDERWOOD MEAT COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2023
1
Accounting policies
(Continued)
- 14 -
1.10
Financial instruments
The company 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 company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
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.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Classification of financial liabilities
Financial liabilities are classified according to the substance of the contractual arrangements entered into.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans and loans from fellow group companies 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.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
UNDERWOOD MEAT COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2023
1
Accounting policies
(Continued)
- 15 -
1.11
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs.
1.12
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
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 company’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.
1.13
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock.
1.14
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.15
Leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
1.16
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
UNDERWOOD MEAT COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2023
- 16 -
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Depreciation, useful lives and residual values of property, plant and equipment
The company estimates the useful lives and residual values of property, plant and equipment in order to calculate depreciation charges. Changes in these estimates could result in changes being required to annual depreciation charges in the statement of comprehensive income and the carrying values of property, plant and equipment.
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Stock provision
Stocks are stated at the lower of cost and net realisable value. The directors will assess the requirement for any provision for obsolete stock, stock utilisation patterns, regular inspection and counting of physical items.
Recoverability of trade debtors
Bad debt provisions are stated based upon known situations, such as persistent late payments, credit reference agency monitoring and regular credit control reviews.
3
Turnover and other revenue
An analysis of the company's turnover is as follows:
2023
2022
£
£
Turnover analysed by class of business
Catering butchers and meat distributors
65,131,033
56,295,918
UNDERWOOD MEAT COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2023
3
Turnover and other revenue
(Continued)
- 17 -
2023
2022
£
£
Turnover analysed by geographical market
United Kingdom
65,047,565
56,188,749
Europe
83,468
107,169
65,131,033
56,295,918
2023
2022
£
£
Other revenue
Interest income
16,255
13,253
4
Exceptional items
2023
2022
£
£
Expenditure
Write off of a related party loan account
80,457
-
Costs associated with a group refinance
124,160
-
Employee settlement
22,186
-
226,803
-
The first exceptional item is in relation to the write off of a related party loan with R Bennett the father of T M S Bennett a director of the company.
The second exceptional item is in relation to costs associated with a group refinance and restructure which saw the introduction of a new ultimate parent company Underwood Meat Topco Limited.
The third exceptional item is in relation to costs associated with an employee settlement.
5
Operating (loss)/profit
2023
2022
Operating (loss)/profit for the year is stated after charging/(crediting):
£
£
Depreciation of owned tangible fixed assets
376,961
429,585
Depreciation of tangible fixed assets held under finance leases
136,205
110,474
Profit on disposal of tangible fixed assets
(7,146)
-
Amortisation of intangible assets
52,836
52,836
Operating lease charges
339,980
347,232
UNDERWOOD MEAT COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2023
- 18 -
6
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
29,500
30,500
For other services
Taxation compliance services
2,600
2,300
All other non-audit services
3,350
30,585
5,950
32,885
7
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2023
2022
Number
Number
Production
149
139
Selling and distribution
89
89
Administration
32
31
Total
270
259
Their aggregate remuneration comprised:
2023
2022
£
£
Wages and salaries
7,970,631
6,244,075
Social security costs
551,973
488,499
Pension costs
184,615
200,479
8,707,219
6,933,053
8
Directors' remuneration
2023
2022
£
£
Remuneration for qualifying services
371,934
173,669
Company pension contributions to defined contribution schemes
41,040
41,391
412,974
215,060
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2022 - 3).
UNDERWOOD MEAT COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2023
8
Directors' remuneration
(Continued)
- 19 -
Remuneration disclosed above include the following amounts paid to the highest paid director:
2023
2022
£
£
Remuneration for qualifying services
228,259
-
Company pension contributions to defined contribution schemes
24,640
-
As total directors' remuneration was less than £200,000 in the prior year, no disclosure is provided for that year.
9
Interest receivable and similar income
2023
2022
£
£
Interest income
Other interest income
16,255
13,253
10
Interest payable and similar expenses
2023
2022
£
£
Interest on bank overdrafts and loans
266,676
86,089
Other interest on financial liabilities
8,214
5,915
Interest on finance leases and hire purchase contracts
36,753
33,067
311,643
125,071
11
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
164,464
Adjustments in respect of prior periods
(75,950)
1,167
Total current tax
(75,950)
165,631
Deferred tax
Origination and reversal of timing differences
49,700
(16,600)
Total tax (credit)/charge
(26,250)
149,031
UNDERWOOD MEAT COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2023
11
Taxation
(Continued)
- 20 -
The actual (credit)/charge for the year can be reconciled to the expected (credit)/charge for the year based on the profit or loss and the standard rate of tax as follows:
2023
2022
£
£
(Loss)/profit before taxation
(407,315)
706,927
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 22.52% (2022: 19.00%)
(91,727)
134,316
Tax effect of expenses that are not deductible in determining taxable profit
28,246
3,566
Adjustments in respect of prior years
(75,950)
500
Other permanent differences
22,454
14,707
Effect of change in deferred tax rates
2,954
(3,961)
Deferred tax not recognised
(97)
Losses carried back
87,773
Taxation (credit)/charge for the year
(26,250)
149,031
12
Dividends
2023
2022
£
£
Interim paid
664,089
544,000
13
Intangible fixed assets
Goodwill
£
Cost
At 1 November 2022 and 31 October 2023
745,388
Amortisation and impairment
At 1 November 2022
579,621
Amortisation charged for the year
52,836
At 31 October 2023
632,457
Carrying amount
At 31 October 2023
112,931
At 31 October 2022
165,767
UNDERWOOD MEAT COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2023
- 21 -
14
Tangible fixed assets
Freehold land and buildings
Leasehold land and buildings
Plant and machinery
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 November 2022
1,705,728
870,000
6,536,102
982,087
10,093,917
Additions
393,560
116,882
510,442
Disposals
(342,822)
(418,388)
(761,210)
At 31 October 2023
1,705,728
870,000
6,586,840
680,581
9,843,149
Depreciation and impairment
At 1 November 2022
745,334
181,250
5,355,110
792,567
7,074,261
Depreciation charged in the year
45,702
43,500
317,579
106,385
513,166
Eliminated in respect of disposals
(342,822)
(418,388)
(761,210)
At 31 October 2023
791,036
224,750
5,329,867
480,564
6,826,217
Carrying amount
At 31 October 2023
914,692
645,250
1,256,973
200,017
3,016,932
At 31 October 2022
960,394
688,750
1,180,992
189,520
3,019,656
The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.
2023
2022
£
£
Plant and machinery
1,015,771
964,648
15
Fixed asset investments
2023
2022
Notes
£
£
Investments in subsidiaries
16
300,000
300,000
Loans to subsidiaries
16
(300,000)
(300,000)
UNDERWOOD MEAT COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2023
- 22 -
16
Subsidiaries
Details of the company's subsidiaries at 31 October 2023 are as follows:
Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Manor Farm Sausage Co Limited
15 Ashley Business Court, Rawmarsh Road, Rotherham, South Yorkshire, United Kingdom, S60 1RU
Dormant
Ordinary
100.00
Northern Catering Butchers Limited
As above
Dormant
Ordinary
100.00
17
Stocks
2023
2022
£
£
Finished goods and goods for resale
3,609,570
3,052,252
18
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
6,140,199
4,937,074
Amounts owed by group undertakings
2,146,255
2,146,255
Other debtors
467,392
1,509,059
Prepayments and accrued income
463,516
434,551
9,217,362
9,026,939
19
Creditors: amounts falling due within one year
2023
2022
Notes
£
£
Bank loans
21
157,361
Obligations under finance leases
22
243,891
156,089
Trade creditors
6,959,847
5,848,172
Amounts owed to group undertakings
43,870
Corporation tax
50,962
247,452
Other taxation and social security
145,564
149,685
Other creditors
4,271,936
3,393,149
Accruals and deferred income
789,167
672,831
12,505,237
10,624,739
Included in other creditors is £4,271,936 (2022: £3,393,149) in respect of Invoice factoring. The Invoice factoring is secured by way of fixed and floating charge against the assets of the company.
UNDERWOOD MEAT COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2023
- 23 -
20
Creditors: amounts falling due after more than one year
2023
2022
Notes
£
£
Obligations under finance leases
22
509,430
466,111
For details of security see note 22.
21
Loans and overdrafts
2023
2022
£
£
Bank loans
157,361
Payable within one year
157,361
The long-term loan is secured by a debenture over all the assets of the company, by a first legal charge over the company's freehold properties at Ashley Industrial Estate, Rotherham and Holmewood Industrial Estate Chesterfield, and by cross debenture and guarantees between the company and Underwood Meat (Holdings) Limited. The loan was repaid in the year.
22
Finance lease obligations
2023
2022
Future minimum lease payments due under finance leases:
£
£
Within one year
243,891
156,089
In two to five years
509,430
444,533
In over five years
21,578
753,321
622,200
Finance lease payments represent rentals payable by the company for certain items of plant and machinery and buildings. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The lease terms range between 3-10 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments. The leases are secured over the assets to which they relate.
UNDERWOOD MEAT COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2023
- 24 -
23
Deferred taxation
Deferred tax assets and liabilities are offset where the company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:
Liabilities
Liabilities
2023
2022
Balances:
£
£
Accelerated capital allowances
196,000
153,600
Short term timing differences
(4,000)
(11,300)
192,000
142,300
2023
Movements in the year:
£
Liability at 1 November 2022
142,300
Charge to profit or loss
49,700
Liability at 31 October 2023
192,000
The deferred tax liability set out relates to accelerated capital allowances and other timing differences that are expected to mature in future accounting periods.
24
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
184,615
200,479
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.
Accrued pension contributions at the year end in respect of defined contribution schemes amounted to £14,003 (2022: £18,811)
25
Share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
100 Ordinary shares of £1 each
100
100
100
100
UNDERWOOD MEAT COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2023
- 25 -
26
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
2023
2022
£
£
Within one year
199,639
199,639
Between two and five years
351,815
467,156
In over five years
40,950
93,658
592,404
760,453
27
Capital commitments
Amounts contracted for but not provided in the financial statements:
2023
2022
£
£
Acquisition of tangible fixed assets
38,936
-
28
Related party transactions
Included in other debtors last year was a loan amounting to £73,994 to Roger Bennett, the father of T M S Bennett. The loan at the end of the current year was £80,457 and has now been written off and included in exceptional items in the statement of comprehensive income.
Included in trade creditors is an amount of £868,718 (2022: £657,365) due to Foundry Food Group Ltd, a company in which both Mr T M S Bennett and C Scothorne are directors. During the year the company made sales of £877,648 (2022: £483,469) and made purchases from Foundry Food Group Ltd of £11,472,056 (2022: £2,087,303). At the year end a balance of £2,645 (2022: £8,467) is included in trade debtors.
J D Heeley resigned as a director on 5 May 2023, at that date previous loans made to J D Heeley totalling £528,080 were repaid. During the year interest of £5,224 was charged on the loan and at the year end £13,190 remained outstanding and is included within other debtors.
UNDERWOOD MEAT COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2023
- 26 -
29
Directors' transactions
Loans and advances have been granted by the company to its directors as follows:
Description
% Rate
Opening balance
Amounts advanced
Interest charged
Amounts repaid
Closing balance
£
£
£
£
£
T M S Bennett -
2.12
643,302
324,282
9,787
(644,546)
332,825
643,302
324,282
9,787
(644,546)
332,825
30
Ultimate controlling party
The parent company is Underwood Meat Company (Holdings) Limited. The ultimate parent company is Underwood Meat (Topco) Limited, a company registered in England and Wales.
The group headed by Underwood Meat (Topco) Limited is the smallest and largest group in which the results of the company are consolidated. The consolidated financial statements are available from its registered office, 15 Ashley Business Court, Rawmarsh Rd, Rotherham, S60 1RU.
31
Prior period adjustment
The prior period adjustment was to eliminate inter departmental sales and purchases within the company profit and loss account. The restatement reduces sales by £3,860,948 and reduces costs by the same amount, therefore this is not a profit effecting journal.
The prior period adjustment does not give rise to any effect on equity as previously reported.
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