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REGISTERED NUMBER: 04352675 (England and Wales)


















STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

FOR

TPBI UK LIMITED

TPBI UK LIMITED (REGISTERED NUMBER: 04352675)






CONTENTS OF THE FINANCIAL STATEMENTS
for the Year Ended 31 December 2023




Page

Company Information 1

Strategic Report 2

Report of the Directors 4

Independent Auditors' Report 6

Statement of Comprehensive Income 10

Statement of Financial Position 11

Statement of Changes in Equity 12

Notes to the Financial Statements 13


TPBI UK LIMITED

COMPANY INFORMATION
for the Year Ended 31 December 2023







DIRECTORS: Simon Christopher Edwards
Kamol Borrisuttanakul
Saksit Borrisuttanakul
Ms Shuleeporn Borrisuttanakul
Sittichai Borrisuttanakul
Somsak Borrisuttanakul
Waris Charoenpanich
Miss Chamaiporn Uerpairojkit
Ms Wandee Poolpol


SECRETARY: Simon Christopher Edwards


REGISTERED OFFICE: Unit 1
Rosevale Business Park
Newcastle Under Lyme
ST5 7UB


REGISTERED NUMBER: 04352675 (England and Wales)


AUDITORS: Fairhurst
Statutory Auditor
Chartered Accountants
Douglas Bank House
Wigan Lane
Wigan
Lancashire
WN1 2TB


BANKERS: HSBC Bank plc
Lancashire Commercial Centre
1 Forest Green
Caxton Road
Fulwood
Preston
PR2 9LJ

TPBI UK LIMITED (REGISTERED NUMBER: 04352675)

STRATEGIC REPORT
for the Year Ended 31 December 2023

The directors present their strategic report for the year ended 31 December 2023.

REVIEW OF BUSINESS
Principal activity

The principal activity of the company is the development and sale of bespoke packaging solutions.

Performance review

The results for the year and the financial position of the company are shown in the annexed accounts.

The market has continued to stabilise after the disruptions of COVID and Brexit and we expect this to carry on into 2024 as we continue to offer responsible, sustainable and environmental solutions to our customers in line with our internal commitment to reduce the company's carbon footprint over the medium and long term. .

Turnover for the year remained at £17.95m, however gross margin has increased as we have introduced more efficiencies into our manufacturing processes. The company has returned a post-tax profit of £42.2k (2002: £6.7K) and this is after incurring exceptional costs of £145k.

PRINCIPAL RISKS AND UNCERTAINTIES
The key risks associated with the business are:

Cost risk
As a manufacturer profitability is sensitive to supplier price changes, including changes to exchange rate movements. The company works closely with its supplier base to manage effectively the scale and timing of price changes.

Credit Risk
The company has a significant investment in working capital in the form of trade debtors. The failure of any customer to honour its debts could have a material impact on the company's results The risk is mitigated by our credit control function who monitor the payment profile of our customers and are in regular communication regarding payment.

Competitor Risk
The company operates in highly competitive markets. The company competes effectively through its strong focus on and regular monitoring of customer service, its breadth and depth of product offering and the recruitment and retention of staff who have good product knowledge.

There are a number of other risks that we manage which are not considered ley risks. The company is subject to the impact of general economic conditions and the competitive environment. These re mitigated in ways common to all businesses and not specific to the company.

GOING CONCERN
The Directors are of the opinion that the company's cash flow forecast and revenue projections show that the company should be able to operate within its current facilities and will remain profitable. Accordingly the directors have a reasonable expectation that the company has adequate resources to continue in existence for at least twelve months from the date of signing these financial statements. For this reason, they continue to adopt the going concern basis in preparing the financial statements.


TPBI UK LIMITED (REGISTERED NUMBER: 04352675)

STRATEGIC REPORT
for the Year Ended 31 December 2023

FINANCIAL INSTRUMENTS
The company holds or issues financial instruments to finance its operations and enters into contracts to manage risks arising from those operations and its sources of finance in accordance with its accounting policies.

In addition various financial instruments such as debtors, cash and trade creditors arise directly from the company's operations. Cash is placed only with reputable financial institutions to minimize credit risk.

Operations and working capital requirements are financed by a mixture of retained profits and finance loans.

ON BEHALF OF THE BOARD:





Simon Christopher Edwards - Director


30 August 2024

TPBI UK LIMITED (REGISTERED NUMBER: 04352675)

REPORT OF THE DIRECTORS
for the Year Ended 31 December 2023

The directors present their report with the financial statements of the company for the year ended 31 December 2023.

PRINCIPAL ACTIVITY
The principal activity of the company in the year under review was that of the development and sale of packaging solutions.

DIVIDENDS
No dividends will be distributed for the year ended 31 December 2023.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 January 2023 to the date of this report.

Simon Christopher Edwards
Kamol Borrisuttanakul
Saksit Borrisuttanakul
Ms Shuleeporn Borrisuttanakul
Sittichai Borrisuttanakul
Somsak Borrisuttanakul
Waris Charoenpanich
Miss Chamaiporn Uerpairojkit

Other changes in directors holding office are as follows:

John Antony Wilkinson - resigned 9 August 2023
Gary Adam - resigned 9 August 2023
Ms Wandee Poolpol - appointed 1 August 2023

Carl Butler ceased to be a director after 31 December 2023 but prior to the date of this report.

FINANCIAL INSTRUMENTS
The company does not use complex financial instruments. The company's financial instruments comprise of cash and other items, such as trade debtors and trade creditors that arise directly from its operations.

It is, and has been throughout the year under review, the company's policy that no trading in financial instruments be undertaken

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Strategic Report, the Report of the Directors 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;
-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.

TPBI UK LIMITED (REGISTERED NUMBER: 04352675)

REPORT OF THE DIRECTORS
for the Year Ended 31 December 2023


STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS
The auditors, Fairhurst, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





Simon Christopher Edwards - Director


30 August 2024

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF
TPBI UK LIMITED

Opinion
We have audited the financial statements of TPBI UK Limited (the 'company') for the year ended 31 December 2023 which comprise the Statement of Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 'Reduced Disclosure Framework' (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 December 2023 and of its profit for the year then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' 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.

Other information
The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Auditors' Report thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF
TPBI UK LIMITED


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 Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept, 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 directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

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

In preparing the financial statements, the directors are responsible for assessing the 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.

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF
TPBI UK LIMITED


Auditors' responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' 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.

Extent to which the audit was considered capable of detecting irregularities including fraud

We identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion.

However, it is the primary responsibility of management, with the oversight of those charged with governance, to ensure that the entity's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:
- the engagement partner ensured that the engagement team collectively had the appropriate competence,
capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
- we identified the laws and regulations which we considered may have a direct material effect on the financial
statements or the operations of the company, including the Companies Act 2006;
- we identified those laws and regulations which do not have a direct effect on the financial statements but
compliance with which may be fundamental to the company's ability to operate or to avoid a material penalty;
- we assessed the extent of compliance with the laws and regulations identified above through making enquiries
of management and inspecting legal correspondence; and
- identified laws and regulations were communicated within the audit team regularly and the team remained alert
to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining and 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
- considered the internal control in place to mitigate risks of fraud and non-compliance with laws and
regulations.

To address the risk of fraud through management bias and override of controls, we:
- performed analytical procedures to identify any unusual or unexpected relationships;
- tested journal entries to identify unusual transactions; and
- Assessed whether judgements and assumptions made in determining the accounting estimates were indicative
of potential bias.

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;
- enquiring of management as to actual and potential litigation and claims; and
- reviewing correspondence with HMRC, relevant regulators and the company's legal advisors.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspections of regulatory and legal correspondence, if any.

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

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF
TPBI UK LIMITED


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 Auditors' 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.




Jane Dennis BA (Hons) FCA (Senior Statutory Auditor)
for and on behalf of Fairhurst
Statutory Auditor
Chartered Accountants
Douglas Bank House
Wigan Lane
Wigan
Lancashire
WN1 2TB

30 August 2024

TPBI UK LIMITED (REGISTERED NUMBER: 04352675)

STATEMENT OF COMPREHENSIVE
INCOME
for the Year Ended 31 December 2023

2023 2022
Notes £    £   

TURNOVER 4 17,949,407 17,957,173

Cost of sales 13,370,787 13,689,009
GROSS PROFIT 4,578,620 4,268,164

Administrative expenses 3,932,737 3,949,272
OPERATING PROFIT 645,883 318,892

Exceptional cost 6 144,734 -
501,149 318,892

Interest receivable and similar income 2,149 -
503,298 318,892

Interest payable and similar expenses 7 461,063 312,131
PROFIT BEFORE TAXATION 8 42,235 6,761

Tax on profit 9 - -
PROFIT FOR THE FINANCIAL YEAR 42,235 6,761


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

42,235

6,761

TPBI UK LIMITED (REGISTERED NUMBER: 04352675)

STATEMENT OF FINANCIAL POSITION
31 December 2023

2023 2022
Notes £    £    £    £   
FIXED ASSETS
Owned
Tangible assets 10 3,411,321 3,449,564
Right-of-use
Tangible assets 10, 17 2,603,585 3,084,830
Investments 11 934,040 934,040
6,948,946 7,468,434

CURRENT ASSETS
Stocks 12 1,603,126 2,666,583
Debtors 13 3,310,062 3,794,683
Cash at bank and in hand 515,669 824,670
5,428,857 7,285,936
CREDITORS
Amounts falling due within one year 14 7,023,113 8,606,027
NET CURRENT LIABILITIES (1,594,256 ) (1,320,091 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

5,354,690

6,148,343

CREDITORS
Amounts falling due after more than one
year

15

2,822,086

3,657,974
NET ASSETS 2,532,604 2,490,369

CAPITAL AND RESERVES
Called up share capital 19 1,923,261 1,923,261
Share premium 20 1,588 1,588
Capital redemption reserve 20 76,939 76,939
Retained earnings 20 530,816 488,581
SHAREHOLDERS' FUNDS 2,532,604 2,490,369

The financial statements were approved by the Board of Directors and authorised for issue on 30 August 2024 and were signed on its behalf by:





Simon Christopher Edwards - Director


TPBI UK LIMITED (REGISTERED NUMBER: 04352675)

STATEMENT OF CHANGES IN EQUITY
for the Year Ended 31 December 2023

Called up Capital
share Retained Share redemption Total
capital earnings premium reserve equity
£    £    £    £    £   
Balance at 1 January 2022 1,923,261 481,820 1,588 76,939 2,483,608

Changes in equity
Total comprehensive income - 6,761 - - 6,761
Balance at 31 December 2022 1,923,261 488,581 1,588 76,939 2,490,369

Changes in equity
Total comprehensive income - 42,235 - - 42,235
Balance at 31 December 2023 1,923,261 530,816 1,588 76,939 2,532,604

TPBI UK LIMITED (REGISTERED NUMBER: 04352675)

NOTES TO THE FINANCIAL STATEMENTS
for the Year Ended 31 December 2023

1. STATUTORY INFORMATION

TPBI UK Limited (company number: 04352675) is a private company limited by shares and incorporated in England and Wales. Its registered office address can be found on the Company Information page and the nature of the company’s operations and its principal activities are set out in the strategic report.

The financial statements are presented in Sterling, which is the functional currency of the company.

The ultimate parent company which produces true and fair consolidated accounts that include the results of this company is TPBI Public Company Limited. More information is provided in note 21.

2. ACCOUNTING POLICIES

Basis of preparation
These financial statements have been prepared in accordance with Financial Reporting Standard 101 "Reduced Disclosure Framework" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Going concern
The Directors are of the opinion that the company's cash flow forecast and revenue projections show that the company should be able to operate within its current facilities and will remain profitable. Accordingly the directors have a reasonable expectation that the company has adequate resources to continue in existence for at least twelve months from the date of signing these financial statements. For this reason, they continue to adopt the going concern basis in preparing the financial statements.

Disclosure exemptions adopted
In preparing these financial statements the company has taken advantage of certain disclosure
exemptions conferred by FRS 101 and has not provided:

- IFRS 7 disclosures regarding financial instruments;
- IFRS 13 disclosures on fair values;
- IFRS 15 disclosures regarding revenue from contracts with customers;
- IFRS 16 disclosures regarding leases;
- IAS 1 requirement to disclose the company’s objectives, policies and processes for managing capital;
- IAS 1 requirement for full comparative information on property, plant and equipment and intangible
assets;
- IAS7 requirement to produce a statement of cash flows and related notes;
- IAS 8 requirement to disclose information about the impact of standards not yet effective;
- IAS 24 requirement to disclose related party transactions entered into between two or more members of a
group.

Revenue recognition
Sale of goods
Revenue from the sale of goods is recognised at the point in time when control of the asset is transferred to the customer, generally on delivery of the goods. Revenue is measured at the amount of the consideration received or receivable, excluding value added tax, of goods supplied after deducting returns, discounts, allowances and price promotions to customers.

Rental income
Rental income is recognised on an accruals basis.

TPBI UK LIMITED (REGISTERED NUMBER: 04352675)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 December 2023

2. ACCOUNTING POLICIES - continued

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off the cost less estimated residual value of each asset over its estimated useful life or, if held under a finance lease, over the lease term, whichever is the shorter.

Short leasehold - 15% on cost
Plant and machinery - over 15 years and 5 years
Fixtures and fittings - 25% on cost
Motor vehicles - 25% on cost
Computer equipment - 33% on cost

Impairment
At each reporting date, the company reviews the carrying amounts of its fixed assets (property, plant and equipment and right-of-use assets) to determine whether there is any indication that they are impaired. 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 the asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. Any impairment loss is recognised as an expense within profit or loss immediately.

If an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, provided that the increased carrying amount does not exceed the carrying amount that would have been determined (net of depreciation or amortisation) had no impairment loss been previously recognised for that asset.

Financial instruments
Financial assets
The Company considers that its financial assets comprises of receivables and intercompany balances. These assets are non-derivative financial assets with fixed or determinable payments. They arise principally through the provision of goods and services to customers (trade receivable). They are carried at cost less provision for impairment.

Impairment provisions are recognised when there is objective evidence (such as significant financial difficulties on the part of the counterparty or default or significant delay in payment) that the Company will be unable to collect all of the amounts due.. For trade receivables, which are recorded net, such provisions are recognised within administrative expenses in the income statement.

Financial liabilities
The Company's financial liabilities include bank overdrafts and loans, intercompany balances, other loans, trade and other payables and finance leasing liabilities.

Financial liabilities are recognised when the Company becomes a party to the contractual agreements of the instrument. All interest related charges are recognised as an expense in 'finance costs' in the statement of profit or loss.

Loans, which are raised for the support of the Company's operations are recognised at fair value. Finance charges are charged to the statement of profit or loss using the effective interest method and are added to the carrying amount of the instrument to the extent that they are not settled in the period in which they arise.

Trade payables are recognised initially at their fair value and, if appropriate, remeasured at amortised cost less settlement payments.

TPBI UK LIMITED (REGISTERED NUMBER: 04352675)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 December 2023

2. ACCOUNTING POLICIES - continued

Inventories
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Finished goods are valued at the lower of cost and net realisable value. The cost of inventories includes all production costs which comprises of raw materials, direct labour, other direct costs and related production overheads, the latter being allocated on the basis of operating activities. Net realisable value is based on the estimated selling price less any estimated completion and selling costs.

Raw materials, chemicals, spare parts and factory supplies are valued at the lower of cost and net realisable value and are charged to production costs whenever consumed.

Costs of inventories are typically calculated on a first-in-first-out basis.

When inventories are sold, the carrying amount of those inventories is recognised as an expense in the period in which the related revenue is recognised. The amount of any write-down of inventories to net realisable value and all losses of inventories are recognised as an expense in the period in which the write-down or loss occurs. The amount of any reversal of any write-down of inventories is recognised as a reduction in the amount of inventories recognised as an expense in the period in which the reversal occurs.

Taxation
Current taxes are based on the results shown in the financial statements and are calculated according to local tax rules, using tax rates enacted or substantially enacted by the statement of financial position date.

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date.

Research and development
Expenditure on research and development is written off in the year in which it is incurred.


Foreign currencies
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the statement of financial position date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Leases - company as lessee
Right of use assets
The Company makes the use of leasing arrangements principally for the provision of its main manufacturing, warehouse and related facilities.

At inception of the contract, the company assesses whether a contract is, or contains, a lease. It recognises a right-of-use asset and a corresponding lease liability with respect to all lease arrangements in which it is the lessee. The right-of-use assets and the lease liabilities are presented as separate line items in the statement of financial position.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted by using the rate implicit in the lease. If this rate cannot be readily determined, the company uses its incremental borrowing rate. It is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (using the effective interest method) and by reducing the carrying amount to reflect the lease payments made.

The right-of-use assets comprise the initial measurement of the corresponding lease liability, plus lease payments made on or before the commencement day, less any lease incentives received and plus any initial direct costs. They are subsequently measured at cost less accumulated depreciation and impairment losses (cost model as described above). Impairment is assessed as described in the policy note above.

TPBI UK LIMITED (REGISTERED NUMBER: 04352675)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 December 2023

2. ACCOUNTING POLICIES - continued

Employee benefits
Liabilities for wages and salaries, including non-monetary benefits, annual leave and accumulating sick leave that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognised in respect of employees' services up to the end of the reporting period, and are measured at the amounts expected to be paid when the liabilities are settled. The liabilities are classified as current employee benefit obligations in the statement of financial position.

Liabilities for defined contribution retirement benefit plans are recognised as an expense when employees have rendered the service entitling them to the contributions.

Investments in subsidiaries
Investments in subsidiaries are reported by using the cost method of accounting in the separate financial statements less allowance for impairment investment.

Government grants
Income based government grants are recognised in the profit and loss account when the benefit becomes due.

Borrowing costs
All borrowing costs are expensed in the period they are incurred. Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds.

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

3. CRITICAL ACCOUNTING JUDGEMENTS AND SOURCES OF ESTIMATION UNCERTAINTY

In applying of the company's accounting policies, which are described in note 2, management is required to make:

-judgements (other than those involving estimations) that have a significant impact on the amounts
recognised; and
-estimates and assumptions about the carrying values of assets and liabilities that are not readily apparent
from other sources. The estimates and underlying 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.

The critical judgements and key sources of estimation uncertainty that have a significant effect on the amounts recognised in the financial statements are described below.

Critical judgement
Management do not consider that any critical judgements have been applied in the current or prior year.

Sources of estimation uncertainty
Stock provision
The stock provision is determined by ageing stock into specific categories and then a provision is applied which is based on managements knowledge and experience of stock movements and existing customer agreements.

4. TURNOVER

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

TPBI UK LIMITED (REGISTERED NUMBER: 04352675)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 December 2023

5. EMPLOYEES AND DIRECTORS
2023 2022
£    £   
Wages and salaries 2,580,080 2,563,621
Social security costs 237,093 276,971
Other pension costs 117,756 120,668
2,934,929 2,961,260

The average number of employees during the year was as follows:
2023 2022

Management 10 8
Administration 14 12
Others 57 85
81 105

2023 2022
£    £   
Directors' remuneration 351,759 314,509
Directors' pension contributions to money purchase schemes 71,629 67,922

Information regarding the highest paid director is as follows:
2023 2022
£    £   
Emoluments etc 101,659 100,000
Pension contributions to money purchase schemes 23,742 13,321

During the year retirement benefits were accruing to 5 directors (2002; 4) in respect of defined contribution pension schemes.

Only the directors are considered to be key management personnel. Total remuneration in respect of these individuals is therefore as noted above,

6. EXCEPTIONAL ITEMS

The company has incurred £79,302 in redundancy related costs and £61,432 with regards to the write off of balances relating to a subsidiary company.

7. INTEREST PAYABLE AND SIMILAR EXPENSES
2023 2022
£    £   
Bank interest - 1,556
Finance charges 219,059 146,539
Loan interest 222,081 133,512
Leasing 19,923 30,524
461,063 312,131

TPBI UK LIMITED (REGISTERED NUMBER: 04352675)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 December 2023

8. PROFIT BEFORE TAXATION

The profit before taxation is stated after charging/(crediting):
2023 2022
£    £   
Cost of inventories recognised as expense 11,379,319 11,679,086
Leases 360,111 452,189
Depreciation - owned assets 407,420 426,272
Depreciation - assets on hire purchase contracts and finance leases 481,245 532,523
Loss/(profit) on disposal of fixed assets 100 (47,309 )
Auditors' remuneration 23,000 22,000

9. TAXATION

Analysis of tax expense
No liability to UK corporation tax arose for the year ended 31 December 2023 nor for the year ended 31 December 2022.

Factors affecting the tax expense
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

2023 2022
£    £   
Profit before income tax 42,235 6,761
Profit multiplied by the standard rate of corporation tax in the UK of 19%
(2022 - 19%)

8,025

1,285

Effects of:
Depreciation on non-qualifying assets (1,207 ) (1,207 )
Expenses not deductible for tax purposes 11,781 465
Excess of capital allowances over depreciation (22,749 ) (37,781 )
Other timing differences (1,810 ) 1,630
not recognised
Deferred tax rate
Losses transferred to group companies 5,960 25,098
Losses carried forward - 10,510
Tax expense - -

The company has taxable losses of £4,456,985 available to be utilised against future profits.

TPBI UK LIMITED (REGISTERED NUMBER: 04352675)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 December 2023

10. TANGIBLE FIXED ASSETS
Fixtures
Short Plant and and
leasehold machinery fittings
£    £    £   
COST
At 1 January 2023 4,143,984 4,678,576 42,765
Additions 350 348,552 18,255
Disposals (201,365 ) (3,500 ) -
At 31 December 2023 3,942,969 5,023,628 61,020
DEPRECIATION
At 1 January 2023 1,593,191 755,441 14,793
Charge for year 457,465 396,290 11,177
Eliminated on disposal (201,365 ) (2,900 ) -
At 31 December 2023 1,849,291 1,148,831 25,970
NET BOOK VALUE
At 31 December 2023 2,093,678 3,874,797 35,050
At 31 December 2022 2,550,793 3,923,135 27,972

Motor Computer
vehicles equipment Totals
£    £    £   
COST
At 1 January 2023 11,910 132,657 9,009,892
Additions - 2,620 369,777
Disposals - (813 ) (205,678 )
At 31 December 2023 11,910 134,464 9,173,991
DEPRECIATION
At 1 January 2023 5,293 106,780 2,475,498
Charge for year 3,970 19,763 888,665
Eliminated on disposal - (813 ) (205,078 )
At 31 December 2023 9,263 125,730 3,159,085
NET BOOK VALUE
At 31 December 2023 2,647 8,734 6,014,906
At 31 December 2022 6,617 25,877 6,534,394

The net book value at the year-end pertaining to right of use assets is Short leasehold - £1,754,872 (2022: £2,155,784) and Plant & Machinery - £848,710 (2022: £929,046). Furthermore, including in the net book value of Plant & Machinery are £1,615,431 of assets which have been used as security for the loan with BBL.

TPBI UK LIMITED (REGISTERED NUMBER: 04352675)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 December 2023

11. INVESTMENTS
Shares in
group
undertakings
£   
COST
At 1 January 2023
and 31 December 2023 934,040
NET BOOK VALUE
At 31 December 2023 934,040
At 31 December 2022 934,040

The company's investments at the Statement of Financial Position date in the share capital of companies include the following:

TPBI Australia Pty Ltd
Registered office: Registered in Australia
Nature of business: Development and sale of packaging solutions
%
Class of shares: holding
Ordinary 100.00
2023 2022
£    £   
Aggregate capital and reserves 1,538,786 1,461,914
Profit for the year 76,872 79,579

Reynards Food Packaging Limited
Registered office: Registered within the UK
Nature of business: Sale of packaging solutions
%
Class of shares: holding
Ordinary 100.00
2023 2022
£    £   
Aggregate capital and reserves - (60,591 )
Profit/(loss) for the year 60,591 (42,151 )

.

12. STOCKS
2023 2022
£    £   
Stocks 1,603,126 2,666,583

TPBI UK LIMITED (REGISTERED NUMBER: 04352675)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 December 2023

13. DEBTORS
2023 2022
£    £   
Amounts falling due within one year:
Trade debtors 2,601,478 3,327,083
Amounts owed by group undertakings 340,680 73,900
Other debtors - 3,124
Deferred tax asset 61,660 61,660
Prepayments 306,244 248,256
3,310,062 3,714,023

Amounts falling due after more than one year:
Amounts owed by group undertakings - 80,660

Aggregate amounts 3,310,062 3,794,683

14. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Bank loans and overdrafts (see note 16) 1,129,378 1,221,099
Leases (see note 16) 661,878 630,984
Trade creditors 1,416,158 2,255,863
Amounts owed to group undertakings 1,777,875 1,673,321
Tax 1,130 1,130
Social security and other taxes 50,790 89,490
VAT 220,562 184,557
Invoice discounting creditor 1,571,334 2,263,188
Accrued expenses 194,008 286,395
7,023,113 8,606,027

15. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE
YEAR
2023 2022
£    £   
Bank loans (see note 16) 1,240,000 1,108,810
Leases (see note 16) 1,582,086 2,244,164
Amounts owed to group undertakings - 305,000
2,822,086 3,657,974

16. FINANCIAL LIABILITIES - BORROWINGS

2023 2022
£    £   
Current:
Bank loans 1,129,378 1,221,099
Leases (see note 17) 661,878 630,984
1,791,256 1,852,083

TPBI UK LIMITED (REGISTERED NUMBER: 04352675)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 December 2023

16. FINANCIAL LIABILITIES - BORROWINGS - continued

2023 2022
£    £   
Non-current:
Bank loans - 1-2 years 1,240,000 1,108,810
Leases (see note 17) 1,582,086 2,244,164
2,822,086 3,352,974

Terms and debt repayment schedule

1 year or More than
less 1-2 years 2-5 years 5 years Totals
£    £    £    £    £   
Bank loans 1,129,378 250,000 990,000 - 2,369,378
Leases 661,878 507,160 1,048,227 26,699 2,243,964
1,791,256 757,160 2,038,227 26,699 4,613,342

17. LEASING

Right-of-use assets

Tangible fixed assets

2023 2022
£    £   
COST
At 1 January 2023 4,736,868 5,546,899
Disposals (201,365 ) -
Transfer to ownership - (810,031 )
4,535,503 4,736,868

DEPRECIATION
At 1 January 2023 1,652,038 1,211,994
Charge for year 481,245 532,523
Eliminated on disposal (201,365 ) -
Transfer to ownership - (92,479 )
1,931,918 1,652,038

NET BOOK VALUE 2,603,585 3,084,830

Other leases

2023 2022
£    £   
Short-term leases 360,111 452,189

TPBI UK LIMITED (REGISTERED NUMBER: 04352675)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 December 2023

17. LEASING - continued

Lease liabilities

Minimum lease payments fall due as follows:

2023 2022
£    £   
Gross obligations repayable:
Within one year 731,876 686,686
Between one and five years 1,820,500 2,378,576
In more than five years 27,000 201,000

2,579,376 3,266,262

Finance charges repayable:
Within one year 69,998 55,702
Between one and five years 265,113 309,949
In more than five years 301 25,463
335,412 391,114

Net obligations repayable:
Within one year 661,878 630,984
Between one and five years 1,555,387 2,068,627
In more than five years 26,699 175,537
2,243,964 2,875,148

18. SECURED DEBTS

The following secured debts are included within creditors:

2023 2022
£    £   
Bank loans 2,369,378 2,329,909
Leases 2,243,964 2,875,148
4,613,342 5,205,057

At the year end, the bank facilities were secured by a legal assignment, a debenture, and fixed and floating charges.

The invoice discounting creditor was secured by way of a fixed charge on non-vesting debts and a floating charge.

At the year end, the equipment finance was secured by a fixed and floating charge.

TPBI UK LIMITED (REGISTERED NUMBER: 04352675)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 December 2023

19. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2023 2022
value: £    £   
1,923,261 Ordinary £1 1,923,261 1,923,261

20. RESERVES
Capital
Retained Share redemption
earnings premium reserve Totals
£    £    £    £   

At 1 January 2023 488,581 1,588 76,939 567,108
Profit for the year 42,235 - - 42,235
At 31 December 2023 530,816 1,588 76,939 609,343

21. PENSION COMMITMENTS

The company operates a defined contributions pension scheme, the assets of which are held separately from those of the company in independently administered funds. The pension cost charge represents contributions payable by the company and amounted to £117,756 (2022: £120,668). Contributions totalling £21,637 (2022: £31,165) were payable at the balance sheet date and are included in creditors.

22. ULTIMATE CONTROLLING PARTY

The company has one shareholder, being TPBI International Company Limited (whose ultimate parent undertaking and controlling party is TPBI Public Company Limited), which is registered in Thailand.

The largest group in which the results of the company is consolidated is TPBI Public Company Limited. Those financial statements are available upon request from 42/174 Moo 5, Soi Srisatian, Raiking, Sampran, Nakhon Pathom 73210, Thailand.