Caseware UK (AP4) 2023.0.135 2023.0.135 2023-12-312023-12-31falsefalsetruetruetruetruetrue160falseVan Genechten NV1652023-01-01true NI015669 2023-01-01 2023-12-31 NI015669 2022-01-01 2022-12-31 NI015669 2023-12-31 NI015669 2022-12-31 NI015669 2022-01-01 NI015669 2 2023-01-01 2023-12-31 NI015669 2 2022-01-01 2022-12-31 NI015669 4 2023-01-01 2023-12-31 NI015669 4 2022-01-01 2022-12-31 NI015669 d:Director1 2023-01-01 2023-12-31 NI015669 d:Director2 2023-01-01 2023-12-31 NI015669 d:Director3 2023-01-01 2023-12-31 NI015669 d:Director4 2023-01-01 2023-12-31 NI015669 d:Director4 2023-12-31 NI015669 d:Director5 2023-01-01 2023-12-31 NI015669 d:Director5 2023-12-31 NI015669 d:Director6 2023-01-01 2023-12-31 NI015669 d:Director6 2023-12-31 NI015669 d:Director7 2023-01-01 2023-12-31 NI015669 d:Director7 2023-12-31 NI015669 d:RegisteredOffice 2023-01-01 2023-12-31 NI015669 d:Agent1 2023-01-01 2023-12-31 NI015669 d:Agent2 2023-01-01 2023-12-31 NI015669 e:PlantMachinery 2023-01-01 2023-12-31 NI015669 e:PlantMachinery 2023-12-31 NI015669 e:PlantMachinery 2022-12-31 NI015669 e:PlantMachinery e:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 NI015669 e:PlantMachinery e:LeasedAssetsHeldAsLessee 2023-01-01 2023-12-31 NI015669 e:MotorVehicles 2023-01-01 2023-12-31 NI015669 e:MotorVehicles 2023-12-31 NI015669 e:MotorVehicles 2022-12-31 NI015669 e:MotorVehicles e:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 NI015669 e:MotorVehicles e:LeasedAssetsHeldAsLessee 2023-01-01 2023-12-31 NI015669 e:OtherPropertyPlantEquipment 2023-01-01 2023-12-31 NI015669 e:OtherPropertyPlantEquipment 2023-12-31 NI015669 e:OtherPropertyPlantEquipment 2022-12-31 NI015669 e:OtherPropertyPlantEquipment e:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 NI015669 e:OtherPropertyPlantEquipment e:LeasedAssetsHeldAsLessee 2023-01-01 2023-12-31 NI015669 e:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 NI015669 e:LeasedAssetsHeldAsLessee 2023-01-01 2023-12-31 NI015669 e:CurrentFinancialInstruments 2023-12-31 NI015669 e:CurrentFinancialInstruments 2022-12-31 NI015669 e:Non-currentFinancialInstruments 2023-12-31 NI015669 e:Non-currentFinancialInstruments 2022-12-31 NI015669 e:CurrentFinancialInstruments e:WithinOneYear 2023-12-31 NI015669 e:CurrentFinancialInstruments e:WithinOneYear 2022-12-31 NI015669 e:Non-currentFinancialInstruments e:AfterOneYear 2023-12-31 NI015669 e:Non-currentFinancialInstruments e:AfterOneYear 2022-12-31 NI015669 e:Non-currentFinancialInstruments e:BetweenOneTwoYears 2023-12-31 NI015669 e:Non-currentFinancialInstruments e:BetweenOneTwoYears 2022-12-31 NI015669 e:ReportableOperatingSegment1 2023-01-01 2023-12-31 NI015669 e:ReportableOperatingSegment1 2022-01-01 2022-12-31 NI015669 e:ShareCapital 2023-12-31 NI015669 e:ShareCapital 2022-12-31 NI015669 e:ShareCapital 2022-01-01 NI015669 e:CapitalRedemptionReserve 2023-12-31 NI015669 e:CapitalRedemptionReserve 2022-12-31 NI015669 e:CapitalRedemptionReserve 2022-01-01 NI015669 e:RetainedEarningsAccumulatedLosses 2023-01-01 2023-12-31 NI015669 e:RetainedEarningsAccumulatedLosses 2023-12-31 NI015669 e:RetainedEarningsAccumulatedLosses 2022-01-01 2022-12-31 NI015669 e:RetainedEarningsAccumulatedLosses 2022-12-31 NI015669 e:RetainedEarningsAccumulatedLosses 2022-01-01 NI015669 e:AcceleratedTaxDepreciationDeferredTax 2023-12-31 NI015669 e:AcceleratedTaxDepreciationDeferredTax 2022-12-31 NI015669 e:TaxLossesCarry-forwardsDeferredTax 2023-12-31 NI015669 e:TaxLossesCarry-forwardsDeferredTax 2022-12-31 NI015669 e:OtherDeferredTax 2023-12-31 NI015669 e:OtherDeferredTax 2022-12-31 NI015669 d:OrdinaryShareClass1 2023-01-01 2023-12-31 NI015669 d:OrdinaryShareClass1 2023-12-31 NI015669 d:OrdinaryShareClass1 2022-12-31 NI015669 d:FRS102 2023-01-01 2023-12-31 NI015669 d:Audited 2023-01-01 2023-12-31 NI015669 d:FullAccounts 2023-01-01 2023-12-31 NI015669 d:PrivateLimitedCompanyLtd 2023-01-01 2023-12-31 NI015669 e:WithinOneYear 2023-12-31 NI015669 e:WithinOneYear 2022-12-31 NI015669 e:BetweenOneFiveYears 2023-12-31 NI015669 e:BetweenOneFiveYears 2022-12-31 NI015669 e:MoreThanFiveYears 2023-12-31 NI015669 e:MoreThanFiveYears 2022-12-31 NI015669 e:HirePurchaseContracts e:WithinOneYear 2023-12-31 NI015669 e:HirePurchaseContracts e:WithinOneYear 2022-12-31 NI015669 e:HirePurchaseContracts e:BetweenOneFiveYears 2023-12-31 NI015669 e:HirePurchaseContracts e:BetweenOneFiveYears 2022-12-31 NI015669 2 2023-01-01 2023-12-31 NI015669 e:PlantMachinery e:LeasedAssetsHeldAsLessee 2023-12-31 NI015669 e:PlantMachinery e:LeasedAssetsHeldAsLessee 2022-12-31 NI015669 e:LeasedAssetsHeldAsLessee 2023-12-31 NI015669 e:LeasedAssetsHeldAsLessee 2022-12-31 NI015669 f:PoundSterling 2023-01-01 2023-12-31 iso4217:GBP xbrli:shares xbrli:pure

Registered number: NI015669










MSO CLELAND LTD










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
MSO CLELAND LTD
 

COMPANY INFORMATION


Directors
Mrs Joanna Calixto 
Mr Jose Calixto Gortarez 
Mrs Glenda Gilpin 
Mr Danny Goris (appointed 24 November 2023)
Prof. Frank Ohle (appointed 24 November 2023)
Mr Jeffrey Bruce McNeill (resigned 28 September 2023)
Mr Ralph Wilson Chalmers (resigned 24 November 2023)




Registered number
NI015669



Registered office
399 Castlereagh Road

Belfast

Antrim

BT56QP




Bankers
Danske Bank
1-6 Donegal Square West

Belfast

Antrim

BT16JS





ABN AMRO Commercial Finance PLC

West sussex

England

RH16 1WN




Solicitors
A&L Goodbody
42-46 Fountain Street

Belfast

Antrim

BT1 5EF





 
MSO CLELAND LTD
 

CONTENTS



Page
Strategic Report
 
1 - 3
Directors' Report
 
4 - 5
Independent Auditors' Report
 
6 - 9
Statement of Comprehensive Income
 
10
Balance Sheet
 
11
Statement of Changes in Equity
 
12
Notes to the Financial Statements
 
13 - 29


 
MSO CLELAND LTD
 

STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

Introduction
 
The directors present our Strategic Report for the year to 31 December 2023.

Principal activities and business review
 
The principal activity of the Company continued to be that of the manufacture of cartons and self-adhesive labels.
As identified in last year’s Strategic Report we entered into a Joint Venture with Van Genechten Packaging (VGP) in October 2022.  The success of this relationship led to VGP acquiring 100% of the Cartoncare Group in November 2023, when the following press release was issued:
Van Genechten Packaging Strengthens Presence in UK with Acquisition of Cartoncare Group:
December 8, 2023 -  Van Genechten Packaging (VGP) proudly announces that it has acquired 100% of its UK joint venture with CartonCare Group, an expert in printing and packaging. This strategic move strengthens VGP’s position in the UK market, providing enhanced value to customers through expanded design and production capabilities. A significant milestone in VGP’s growth strategy.
One year ago, VGP entered a joint venture partnership with CartonCare Group. This group of privately-owned companies, including CartonCare Ltd, MSO Cleland Ltd and Pendragon Presentation Packaging Ltd, has a combined annual turnover of 30 million euros. The acquisition of the group brings the number of VGP sites to a total of 12 locations in 9 countries.
Frank Ohle, CEO of Van Genechten Packaging Group states: 
By integrating CartonCare Group in the VGP family, we strengthen our position in the UK market. Their wide customer base in general and premium packaging enables us to bring even greater value to our customers, with expanded design and production capabilities. Together, we can grow and prosper in the UK and EU market of folding carton.”
 
For existing business partners of CartonCare Group, this acquisition brings continuity. The operational teams remain in place and Managing Director Joanna Calixto keeps control over the day-to-day business. According to her, this merger is the best way forward:
“Guided by the resources and expertise of VGP, we are even better equipped to innovate, create and deliver the best sustainable packaging for our customers. We’re looking forward to a bright and exciting future, together with all our partners and customers.”
Turning to the results for 2023, the slowdown in pressures on supply chains seen at the end of 2022 continued and overstocking during the chaos led to a drop in demand reflected in the slight drop in turnover for the year.
Results for the year ended December 2023 are as follows: with further, and more detailed comments on the Group including Pendragon and Cartoncare Group are to be found in the Consolidated CartonCare Accounts.

2023
2022
        £
        £
Turnover

21.47m

22.53m
 
Gross profit

6.45m

6.53m
 
Net profit before tax

1.00m

1.39m
 
EBITDA

2.44m

2.99m
 
Net assets

5.15m

4.30m
 

Page 1

 
MSO CLELAND LTD
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Principal activities and business review (continued)
 
As will be seen from the following accounts the net profit is after a charge to depreciation of over £1 million.
The steady improvement in Net Asset Value from 2013: (£2.014m) to 2023: £5.15m has been accelerating and we are confident that as part of the VGP Group we will see further improvements.
The Company continues to be regularly Audited, both by way of ISO 9001, BRC, ISO 14001 etc as well as being adjudicated in relation to our attitude, approach and commitment to Corporate, Social and Sustainability responsibilities via Ecovadis where we again scored very highly achieving Gold Award Status, putting us in the top 5% of Companies evaluated.  

Our values

We create brand value through outstanding packaging solutions to achieve our customers’ business objectives. Van Genechten’s vision is to be the leading independent European folding carton solution provider driven by these CORE values (we find synergy indeed with the values of the CartonCare Group over the preceding years):
• Customer focus
• Collaboration
• Ownership
• Respect
• Excellence

Our Environment

The knowledge gained via our Knowledge Transfer Partnership in association with the University of Ulster continues to be ever more relevant, enabling us to bring some science to what is a very emotive subject; and assist our customers with the reality of improving their carbon impact.
We also endeavour to make the right decisions throughout our processes, and during 2023 made a number of improvements which have a positive effect, for example the replacement of single glazed windows with double glazing and the changeover of company vehicles to electric ones.  

Page 2

 
MSO CLELAND LTD
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Principal risks and uncertainties
 
The process of risk management is addressed through a framework of policies, procedures and internal controls. All policies are subject to Board approval and ongoing review by the Management Team. Compliance with regulations including the full range of certifications required in order to service our Customer’s legal and ethical standards are a high priority for the Company. All such approvals and Certifications are current.
The Company uses financial instruments throughout the business. The core risks associated with the Company's financial instruments (i.e. interest-bearing loans, cash, short dated liquid investments and finance leases, on the operational level trade receivables and payables) are: Currency Risk, Interest Rate Risk and Credit Risk.
Currency Risk
The Company’s activities in the Republic of Ireland are conducted primarily in Euros and the Company’s activities in the UK obviously in Sterling, Variances affecting operational activities in this regard are reflected in the profit and loss account in the years in which they arise.  Significantly reducing the currency risk is the fact that in addition to selling in both Euros and Sterling – we also have significant purchases in both currencies. As part of a larger group now which has operations across Europe this is a diminishing risk.
Finance and interest rate risk.
The Company’s objective in relation to interest-rate management is to minimize the impact of interest rate volatility on interest rate costs in order to protect recorded profitability.
Credit risk
The Company has no significant concentrations of credit risk. Customers who wish to trade on credit terms are subject to strict verification procedures in advance of credit being awarded; they are continually monitored, credit limits set and appropriate levels of Credit Insurance in place.
The Board will continue to monitor all these positions closely.

Conclusion
 
At the point that CartonCare acquired MSO Cleland, the rationale for doing so was to save, protect, and grow the number of jobs, I believe that the involvement of the VGP group now secures the future, and added to the improvements made, including the new kit purchased, I believe that we will continue to be very well placed to provide our excellent services to all existing customers, as well as new ones.
Therefore once again I thank all of our customers and reaffirm that we continue to strive to improve MSO in order to support their businesses as they move forward, especially in these continued challenging times. Thank you also to our suppliers - we will continue to strive to develop meaningful partnerships; and especially thank you to our employees who have continued to work with us and helped deliver another profitable year.


This report was approved by the board on 5 September 2024 and signed on its behalf.



Mrs Joanna Calixto
Director

Mr Danny Goris
Director

Page 3

 
MSO CLELAND LTD
 

 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

The directors present their report and the financial statements for the year ended 31 December 2023.

Principal activity

The principal activity of the Company continues to be that of the manufacturing of cartons and self-adhesive labels.

Results and dividends

The profit for the year, after taxation, amounted to £854,113 (2022 - £1,189,645).

The Directors have not recommended a dividend (2022: £NIL).

Directors

The directors who served during the year and up to the date of signing the financial statements were:

Mrs Joanna Calixto 
Mr Jose Calixto Gortarez 
Mrs Glenda Gilpin 
Mr Danny Goris (appointed 24 November 2023)
Prof. Frank Ohle (appointed 24 November 2023)
Mr Jeffrey Bruce McNeill (resigned 28 September 2023)
Mr Ralph Wilson Chalmers (resigned 24 November 2023)

Future developments

The Directors plan to continue its current activities and believes that performance will improve for the incoming year.

Research and development activities

The Company undertook research and development activities during the financial period. The Company believes that the performance will continue to improve as a result of this ongoing research and development work.

Page 4

 
MSO CLELAND LTD
 

 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Directors' responsibilities statement

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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and 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 for the Company's financial statements and then apply them consistently;

make judgments 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 to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Auditors

The auditors, AAB Group Accountants Limited, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Disclosure of information to auditors

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

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Post balance sheet events

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

This report was approved by the board on 5 September 2024 and signed on its behalf.
 





Mrs Joanna Calixto
Director
Mr Danny Goris
Director

Page 5

 
MSO CLELAND LTD
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MSO CLELAND LTD
 

Opinion


We have audited the financial statements of MSO Cleland Ltd (the 'Company') for the year ended 31 December 2023, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe 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 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 United Kingdom, including the Financial Reporting Council'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 other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual ReportOur 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.


Page 6

 
MSO CLELAND LTD
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MSO CLELAND LTD (CONTINUED)


Opinion 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 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.


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 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 Directors' Responsibilities Statement set out on page 5, 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.


Page 7

 
MSO CLELAND LTD
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MSO CLELAND LTD (CONTINUED)


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.


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We obtained an understanding of the legal and regulatory framework applicable to the company through enquiry of management, industry research and the application of cumulative audit knowledge. We identified the following principal laws and regulations relevant to the company – Companies Act 2006 and the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102). 
We developed an understanding of the key fraud risks to the entity (including how fraud might occur), the controls in place to help mitigate those risks, and the accounts, balances and disclosures within the financial statements which may be susceptible to management bias. Our understanding was obtained through review of the financial statements for significant accounting estimates, analysis of journal entries, walkthrough of the key controls cycles in place and enquiry of management.


As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain professional scepticism throughout the audit. We also:


Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion of the effectiveness of the Company's internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.
Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our Auditors' Report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our Auditors' Report. However, future events or conditions may cause the Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.


We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.


Page 8

 
MSO CLELAND LTD
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF MSO CLELAND LTD (CONTINUED)


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 2006Our 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.





Teresa Campbell (Senior Statutory Auditor)
for and on behalf of
AAB Group Accountants Limited
Statutory Auditors
The Quays
Newry
Down
BT358QS

5 September 2024
Page 9

 
MSO CLELAND LTD
 

STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
Note
£
£

  

Turnover
 4 
21,471,640
22,526,086

Cost of sales
  
(15,019,499)
(15,997,745)

Gross profit
  
6,452,141
6,528,341

Distribution costs
  
(1,463,541)
(1,397,600)

Administrative expenses
  
(3,759,238)
(3,511,605)

Other operating income
 5 
121,147
205,426

Operating profit
 6 
1,350,509
1,824,562

Interest receivable and similar income
 10 
760
3,000

Interest payable and similar expenses
 11 
(347,922)
(437,977)

Profit before tax
  
1,003,347
1,389,585

Tax on profit
 12 
(149,234)
(199,940)

Profit for the financial year
  
854,113
1,189,645

There was no other comprehensive income for 2023 (2022:£NIL).

The notes on pages 13 to 29 form part of these financial statements.

Page 10

 
MSO CLELAND LTD
REGISTERED NUMBER: NI015669

BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Tangible assets
 13 
6,047,610
6,872,370

  
6,047,610
6,872,370

Current assets
  

Stocks
 14 
1,707,068
3,398,706

Debtors: amounts falling due within one year
 15 
4,316,894
4,512,615

Cash at bank and in hand
 16 
4,715,608
3,248,730

  
10,739,570
11,160,051

Creditors: amounts falling due within one year
 17 
(8,008,086)
(8,969,091)

Net current assets
  
 
 
2,731,484
 
 
2,190,960

Total assets less current liabilities
  
8,779,094
9,063,330

Creditors: amounts falling due after more than one year
 18 
(3,356,784)
(4,644,367)

Provisions for liabilities
  

Deferred tax
 21 
(267,362)
(118,128)

  
 
 
(267,362)
 
 
(118,128)

Net assets
  
5,154,948
4,300,835


Capital and reserves
  

Called up share capital 
 22 
426,000
426,000

Capital redemption reserve
  
74,353
74,353

Profit and loss account
  
4,654,595
3,800,482

  
5,154,948
4,300,835


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




Mrs Joanna Calixto
Mr Danny Goris
Director
Director


Date: 5 September 2024

The notes on pages 13 to 29 form part of these financial statements.

Page 11

 
MSO CLELAND LTD
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023


Called up share capital
Capital redemption reserve
Profit and loss account
Total equity

£
£
£
£


At 1 January 2022
426,000
74,353
2,610,837
3,111,190


Comprehensive income for the year

Profit for the year
-
-
1,189,645
1,189,645



At 1 January 2023
426,000
74,353
3,800,482
4,300,835


Comprehensive income for the year

Profit for the year
-
-
854,113
854,113


At 31 December 2023
426,000
74,353
4,654,595
5,154,948


The notes on pages 13 to 29 form part of these financial statements.

Page 12

 
MSO CLELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

MSO Cleland Limited is a private company limited by shares incorporated in Northern Ireland. The registered office is 399 Castlereagh Road, Belfast, Co.Antrim, Northern Ireland, BT5 6QP.
The principal activity of the Company continues to be that of the manufacturing of cartons and self-adhesive labels.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

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

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

The following principal accounting policies have been applied:

 
2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Cartoncare Limited as at 31 December 2023 and these financial statements may be obtained from Companies House..

 
2.3

Going concern

At 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.

Page 13

 
MSO CLELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

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

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

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

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

 
2.5

Revenue

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

Sale of goods

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

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

Page 14

 
MSO CLELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.6

Operating leases: the Company as lessee

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

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

 
2.7

Government grants

Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to profit or loss at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.
Grants of a revenue nature are recognised in the Statement of Comprehensive Income in the same period as the related expenditure.

 
2.8

Interest income

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

 
2.9

Finance costs

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

 
2.10

Borrowing costs

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

 
2.11

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.

Page 15

 
MSO CLELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.12

Current and deferred taxation

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

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

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

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

 
2.13

Tangible fixed assets

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

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Plant and machinery
-
6.67%
- 33.33%
Motor vehicles
-
14.00%
- 25%

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

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

 
2.14

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a weighted average basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

Page 16

 
MSO CLELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.15

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.16

Cash and cash equivalents

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

 
2.17

Creditors

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

 
2.18

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

 
2.19

Financial instruments

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

The Company has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102.

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

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

Page 17

 
MSO CLELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)


2.19
Financial instruments (continued)

Impairment of financial assets

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

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

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

Financial liabilities

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

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

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

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

Derecognition of financial assets

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

Derecognition of financial liabilities

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

Page 18

 
MSO CLELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

In the application of the Company’s accounting policies, the directors 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.
Carrying value of stock
Stock represents goods held for sale and is measured at the lower of cost and net realisable value. Net realisable value is the estimated selling prices in the ordinary course of business, less estimated costs necessary to make the sale. Provision is made where the carrying value exceeds the expected net realisable value based on historical experience.
Recoverability of debtors
Estimates are made in respect of the recoverable value of trade and other debtors. When assessing the level of provisions required, factors including current trading experience, historical experience and the ageing profile of debtors is considered.
Valuation of tangible fixed assets
Tangible fixed assets are depreciated over their useful lives, taking into account residual values where appropriate. The actual lives of the assets and residual values are assessed annually and my vary depending on a number of factors. In assessing asset lives, factors such as technological advancements, product life cycles and maintenance programs are taken into account. Residual value assessments consider such issues as remaining life of the asset, projected disposal value and future market conditions.


4.


Turnover

An analysis of turnover by class of business is as follows:


2023
2022
£
£

Cartons and self-adhesive labels
21,471,640
22,526,086

21,471,640
22,526,086


All turnover arose within the United Kingdom.

Page 19

 
MSO CLELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

5.


Other operating income

2023
2022
£
£

Government grants receivable
114,994
193,426

Sundry income
6,153
12,000

121,147
205,426



6.


Operating profit

The operating profit is stated after charging:

2023
2022
£
£

Exchange differences
30,098
17,158

Other operating lease rentals
220,804
217,000

Depreciation of owned tangible fixed assets
691,366
783,241

Depreciation of tangible fixed assets held under finance leases
401,648
399,077

Profit on disposal of tangible fixed assets
(63,860)
(2,750)


7.


Auditors' remuneration

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


2023
2022
£
£

Fees payable to the Company's auditors for the audit of the Company's financial statements
8,625
8,050

Page 20

 
MSO CLELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

8.


Employees

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


2023
2022
£
£

Wages and salaries
5,055,763
5,044,402

Social security costs
506,052
515,129

Cost of defined contribution scheme
160,354
132,780

5,722,169
5,692,311


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


        2023
        2022
            No.
            No.







Production staff
110
114



Administration staff
50
51

160
165


9.


Directors' remuneration

2023
2022
£
£

Directors' emoluments
228,454
208,073

Company contributions to defined contribution pension schemes
9,013
7,171

237,467
215,244


During the year retirement benefits were accruing to no directors (2022 - NIL) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £73,288 (2022 - £77,583).


10.


Interest receivable

2023
2022
£
£


Other interest receivable
760
3,000

760
3,000

Page 21

 
MSO CLELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

11.


Interest payable and similar expenses

2023
2022
£
£


Other loan interest payable
233,440
288,193

Finance leases and hire purchase contracts
114,482
149,784

347,922
437,977


12.


Taxation


2023
2022
£
£



Total current tax
-
-

Deferred tax


Origination and reversal of timing differences
149,234
242,389

Changes to tax rates
-
28,351

Prior year adjustment
-
(70,800)

Total deferred tax
149,234
199,940


Tax on profit
149,234
199,940
Page 22

 
MSO CLELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
 
12.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is lower than (2022 - lower than) the standard rate of corporation tax in the UK of 23.5% (2022 - 19%). The differences are explained below:

2023
2022
£
£


Profit on ordinary activities before tax
1,003,347
1,389,585


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 23.5% (2022 - 19%)
235,787
264,021

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
786
2,851

Capital allowances for year in excess of depreciation
102,585
37,464

Utilisation of tax losses
(316,134)
-

Non-taxable income less expenses not deductible for tax purposes, other than goodwill and impairment
(23,024)
(20,129)

Deferred tax
149,234
(84,267)

Total tax charge for the year
149,234
199,940


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 23

 
MSO CLELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

13.


Tangible fixed assets





Plant and machinery
Motor vehicles
Assets under construction
Total

£
£
£
£



Cost or valuation


At 1 January 2023
16,502,493
26,730
76,797
16,606,020


Additions
-
-
268,255
268,255


Disposals
(789,496)
-
-
(789,496)


Transfers between classes
345,052
-
(345,052)
-



At 31 December 2023

16,058,049
26,730
-
16,084,779



Depreciation


At 1 January 2023
9,707,676
25,974
-
9,733,650


Charge for the year on owned assets
690,610
756
-
691,366


Charge for the year on financed assets
401,648
-
-
401,648


Disposals
(789,495)
-
-
(789,495)



At 31 December 2023

10,010,439
26,730
-
10,037,169



Net book value



At 31 December 2023
6,047,610
-
-
6,047,610



At 31 December 2022
6,794,817
756
76,797
6,872,370

The net book value of assets held under finance leases or hire purchase contracts, included above, are as follows:


2023
2022
£
£



Plant and machinery
1,876,376
2,278,024

1,876,376
2,278,024

Page 24

 
MSO CLELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

14.


Stocks

2023
2022
£
£

Raw materials and consumables
714,931
1,862,396

Finished goods and goods for resale
992,137
1,536,310

1,707,068
3,398,706


Inventory is stated after a provision of £543,687 (2022: £809,802).
The difference between purchase price or production cost of stocks and their replacement cost is not material.


15.


Debtors

2023
2022
£
£


Trade debtors
4,076,055
4,062,644

Amounts owed by group undertakings
-
1,169

Other debtors
504
2,584

Prepayments and accrued income
240,335
446,218

4,316,894
4,512,615


Trade debtors are subject to invoice discounting where appropriate.  
Amounts owed by group undertakings are interest free, unsecured and repayable on demand.


16.


Cash and cash equivalents

2023
2022
£
£

Cash at bank and in hand
4,715,608
3,248,730

4,715,608
3,248,730


Page 25

 
MSO CLELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

17.


Creditors: Amounts falling due within one year

2023
2022
£
£

Other loans
2,806,440
2,231,712

Trade creditors
1,735,516
2,456,007

Amounts owed to group undertakings
1,643,873
2,167,007

Other taxation and social security
579,685
520,058

Obligations under finance lease and hire purchase contracts
452,891
421,709

Other creditors
250,883
641,309

Accruals and deferred income
538,798
531,289

8,008,086
8,969,091


Included in other loans are commercial finance facilities of £2,067,468 (2022: £1,505,572) which are secured by a fixed and floating charge over the assets of the Company, together with a cross guarantee from parent and fellow subsidiary companies.
Close Brothers Limited has charges over assets held within property plant and equipment, in relation to loan facilities, which will crystallise in the event of default by the Company. The total amount of the facilities are accounted for within obligations under finance lease and hire purchase contracts and other loans. 
Amounts owed to group undertakings are unsecured, interest free and repayable on demand.


18.


Creditors: Amounts falling due after more than one year

2023
2022
£
£

Other loans
1,888,137
2,627,496

Net obligations under finance leases and hire purchase contracts
957,347
1,410,298

Government grants received
511,300
606,573

3,356,784
4,644,367


Close Brothers Limited has charges over assets held within property plant and equipment, in relation to loan facilities, which will crystallise in the event of default by the Company. The total amount of the facilities are accounted for within obligations under finance lease and hire purchase contracts and other loans. 

Page 26

 
MSO CLELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

19.


Loans


Analysis of the maturity of loans is given below:


2023
2022
£
£

Amounts falling due within one year

Other loans
2,806,440
2,231,712


2,806,440
2,231,712

Amounts falling due 2-5 years

Other loans
1,888,137
2,627,496


1,888,137
2,627,496



4,694,577
4,859,208



20.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

2023
2022
£
£


Within one year
452,891
421,709

Between 1-5 years
957,347
1,410,298

1,410,238
1,832,007

Finance lease payments represent rentals payable by the company for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 5 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.


21.


Deferred taxation




2023


£






At beginning of year
(118,128)


Charged to profit or loss
(149,234)



At end of year
(267,362)

Page 27

 
MSO CLELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
 
21.Deferred taxation (continued)

The provision for deferred taxation is made up as follows:

2023
2022
£
£


Accelerated capital allowances
(913,820)
(999,152)

Tax losses carried forward
615,877
859,781

Short term timing differences
30,581
21,243

(267,362)
(118,128)


22.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



426,000 (2022 - 426,000) Ordinary Shares shares of £1.00 each
426,000
426,000



23.


Contingent liabilities

The company has  a contingent liability to repay government grants should certain conditions under which they were awarded cease to be met. 


24.


Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company  in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £160,354 (2022 - £132,780). Contributions totalling £34,000 (2022 - £26,748) were payable to the fund at the balance sheet date and are included in creditors.


25.


Commitments under operating leases

At 31 December 2023 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2023
2022
£
£


Not later than 1 year
326,236
95,524

Later than 1 year and not later than 5 years
1,071,226
227,184

Later than 5 years
542,490
-

1,939,952
322,708

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MSO CLELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

26.


Related party transactions

The Company is a 100% subsidiary of MSO Group Limited. The Company has taken advantage of the exemption under FRS102 Section 33. This exemption permits non-disclosure of related party transactions between wholly owned subsidiaries within a group.


27.


Controlling party

The immediate parent undertaking is MSO Group Limited, a Company incorporated in Northern Ireland. The ultimate parent undertaking is Van Genechten NV, a company incorporated in Belgium.
The smallest group which the results of MSO Cleland Limited are consolidated is that headed by Cartoncare Limited. The consolidated financial statements are available to the public from Companies House. The largest group of undertakings for which group financial statements are drawn up and of which the company is a member is Van Genechten NV. 
The ultimate controlling party is Philippe De Somer by virtue of his shareholding in the ultimate parent undertaking


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