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Registered number: 05519170









BOTANICOIR LIMITED









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
BOTANICOIR LIMITED
 
 
COMPANY INFORMATION


Directors
Kalum Balasuriya 
Samantha Balasuriya 
Elisabeth Johanna Aloysia Swinkels 
Franciscus Swinkels (appointed 1 March 2023)
Theodorus Jacobus Buis (resigned 28 February 2023)




Company secretary
Samantha Balasuriya



Registered number
05519170



Registered office
The Light Bulb Unit 212
Filament Walk

London

SW18 4GQ





 
BOTANICOIR LIMITED
 

CONTENTS



Page
Strategic Report
1 - 2
Directors' Report
3 - 4
Independent Auditors' Report
5 - 8
Statement of Comprehensive Income
9
Balance Sheet
10
Statement of Changes in Equity
11
Statement of Cash Flows
12 - 13
Analysis of Net Debt
14
Notes to the Financial Statements
15 - 30


 
BOTANICOIR LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

Introduction
 
The director presents his report and financial statements for the year ended 31 December 2023.

Business review
 
In 2023, the business experienced negative growth compared to 2022. Sales declined by 24% year-on-year, with customer orders lost due to adverse weather conditions in Sri Lankan production plant. However, the business is expected to rebound in 2024 and beyond through market expansion into new territories such as China and the Middle East. Retained profit for the financial year was £ 192,768 (2022: £1,378,541). Based on a strong market position and increased production capacity, the directors anticipate a gradual improvement in profitability in the coming years.

Principal risks and uncertainties
 
The Company's operations expose it to some financial risks, including interest rate, credit, and liquidity risks. The Company has a rigorous approach to risk management to ensure that any consecutive adverse effects of its financial performance are minimised. Further details of the Company's financial risk management activities are detailed below. 
Credit risk: The Company has implemented policies that require appropriate credit checks on potential customers before sales are made, and the debtor accounts are primarily insured with appropriate trade credit insurance. Consequently, the amount of exposure to any individual debtor is subject to a regularly reassessed limit. 
Liquidity risk: The Company's policy regularly monitors its liquidity levels to maintain sufficient cash reserves to meet short- and long-term liquidity needs. 
Interest rate risk: The company has loans from banks and other connected and related companies. The bank loans are at market rates, and the loans provided by connected and related companies to the Company do not have any other interest-bearing assets or liabilities. Therefore, in the opinion of the Directors, the Company's exposure to interest rate risk is insignificant. 
Exchange rate risk: The Company is exposed to exchange risk due to its operations; however, a natural hedge is established with significant sales and purchases denominated in Euros and US Dollars. The Company has policies to monitor exchange rates and its exposure to exchange risk regularly. 

Page 1

 
BOTANICOIR LIMITED
 

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

Financial key performance indicators
 
The business is measured against a range of KPIs, financial and non-financial. The financial KPIs indicate the company's overall performance, while non-financial KPIs allow the senior management team to understand the drivers of overall performance. In terms of the leading financial KPIs, there are three: 
1. Revenue growth. This measures revenue performance and is monitored against agreed budgets and targets. Also, in prior periods, 2023 revenue was 12,387,934 GBP, and 2022 revenue was 16,210,313 GBP. Each of these KPIs is measured on a total company basis and for all key customers. There are also other KPIs that support the main KPIs used by the business. The main KPIs are shared throughout the business, and the relevant departments have access to all KPIs relating to their area of responsibility. 
2. Gross margin. This KPI measures the profitability of trade operations and is calculated as sales revenue minus purchase cost of goods, freight and other purchase-related costs as a percentage of sales revenue. In 2023 the gross margin was 10.6%; in 2022, it was 16.6%. 
3. Net profitability. This measures the company's performance in terms of profitability and is calculated as net profit as a percentage of sales revenue. In 2023, net profitability was 1.6%; in 2022, it was 8.5%. 
Two main non-financial KPIs are: 
1. On-time deliveries. This measures the business's delivery performance in terms of the number of timely deliveries as a percentage of overall deliveries. 
2. Claim rate. This measures the number of customer quality claims as a proportion of the total number of supplies made in a given month. 
Each of these KPIs is measured on a total Company basis and for all key customers. Other KPIs support the main KPIs used by the business. The main KPIs are shared throughout the company, and the relevant departments have access to all KPIs relating to their area of responsibility. 

Other key performance indicators
 
The company has successfully attracted a diverse range of new clients from various sectors. Through targeted marketing efforts and exceptional service delivery, we have built strong relationships and gained the trust of these clients. This expansion of our client base has driven our growth, translating into a substantial increase in revenue and profitability. Collaboration with strategic partners has been instrumental in expanding our network and service capabilities. 
The company is implementing automated systems to reduce errors, increase visibility, and enhance customer satisfaction. It also explores new service offerings that align with customers' growing needs. As environmental concerns grow, the company focuses on sustainability measures to reduce carbon emissions and implements eco-friendly packaging solutions within the business. 


This report was approved by the board on 3 September 2024 and signed on its behalf.




................................................
Samantha Balasuriya
Director

Page 2

 
BOTANICOIR LIMITED
 
 
 
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.

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;

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.

Results and dividends

The profit for the year, after taxation, amounted to £192,768 (2022 - £1,378,541).

The directors do not recommend the payment of a final dividend.

Directors

The directors who served during the year were:

Kalum Balasuriya 
Samantha Balasuriya 
Elisabeth Johanna Aloysia Swinkels 
Franciscus Swinkels (appointed 1 March 2023)
Theodorus Jacobus Buis (resigned 28 February 2023)

Future developments

The company has strong market positions and gradual growth is expected in coming years

Page 3

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

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.

Auditors

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

This report was approved by the board on 3 September 2024 and signed on its behalf.
 





................................................
Samantha Balasuriya
Director

Page 4

 
BOTANICOIR LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BOTANICOIR LIMITED
 

Opinion


We have audited the financial statements of Botanicoir Limited (the 'Company') for the year ended 31 December 2023, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Cash Flows, 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.


Page 5

 
BOTANICOIR LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BOTANICOIR LIMITED (CONTINUED)


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.


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 3, 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 6

 
BOTANICOIR LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BOTANICOIR LIMITED (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 gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates, and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud. We designed audit procedures to respond to the risk, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. 
Our tests included agreeing the financial statement disclosures to underlying supporting documentation and enquiries with management. We did not identify any key audit matters relating to irregularities, including fraud.
We focussed on laws and regulations which could give rise to a material misstatement in the financial statements, including, but not limited to, the Companies Act 2006 and UK tax legislation. Our tests included agreeing the financial statement disclosures to underlying supporting documentation and enquiries with management. As in all our audits, we also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud. 


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


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.


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.


Page 7

 
BOTANICOIR LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BOTANICOIR LIMITED (CONTINUED)





Jaswinder S Vasir (Senior Statutory Auditor)
  
for and on behalf of
Desaur LLP
 
Chartered Certified Accountants
Statutory Auditor
  
CEME Campus
Marsh way
Rainham
Essex
RM13 8EU

3 September 2024
Page 8

 
BOTANICOIR LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
Note
£
£

  

Turnover
 4 
12,387,934
16,210,313

Cost of sales
  
(11,076,632)
(13,511,328)

Gross profit
  
1,311,302
2,698,985

Administrative expenses
  
(1,024,091)
(979,335)

Operating profit
 5 
287,211
1,719,650

Interest receivable and similar income
 9 
75,333
52,864

Interest payable and similar expenses
 10 
(108,536)
(70,412)

Profit before tax
  
254,008
1,702,102

Tax on profit
 11 
(61,240)
(323,561)

Profit for the financial year
  
192,768
1,378,541

Total comprehensive income for the year
  
192,768
1,378,541

The notes on pages 15 to 30 form part of these financial statements.

Page 9

 
BOTANICOIR LIMITED
REGISTERED NUMBER: 05519170

BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Tangible assets
 12 
224,994
162,855

Investments
 13 
1,797,353
1,279,384

  
2,022,347
1,442,239

Current assets
  

Stocks
 14 
828,316
1,197,500

Debtors: amounts falling due within one year
 15 
4,081,848
4,228,089

Cash at bank and in hand
 16 
578,525
251,341

  
5,488,689
5,676,930

Creditors: amounts falling due within one year
 17 
(4,207,040)
(4,028,263)

Net current assets
  
 
 
1,281,649
 
 
1,648,667

Total assets less current liabilities
  
3,303,996
3,090,906

Creditors: amounts falling due after more than one year
 18 
(42,449)
(38,078)

Provisions for liabilities
  

Deferred tax
 21 
(49,721)
(33,770)

  
 
 
(49,721)
 
 
(33,770)

Net assets
  
3,211,826
3,019,058


Capital and reserves
  

Called up share capital 
 22 
1,000
1,000

Profit and loss account
 23 
3,210,826
3,018,058

  
3,211,826
3,019,058


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 3 September 2024.




................................................
Samantha Balasuriya
Director

The notes on pages 15 to 30 form part of these financial statements.

Page 10

 
BOTANICOIR LIMITED
 

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


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 January 2022
1,000
1,639,517
1,640,517


Comprehensive income for the year

Profit for the year
-
1,378,541
1,378,541
Total comprehensive income for the year
-
1,378,541
1,378,541



At 1 January 2023
1,000
3,018,058
3,019,058


Comprehensive income for the year

Profit for the year
-
192,768
192,768
Total comprehensive income for the year
-
192,768
192,768


At 31 December 2023
1,000
3,210,826
3,211,826


The notes on pages 15 to 30 form part of these financial statements.

Page 11

 
BOTANICOIR LIMITED
 

STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
£
£

Cash flows from operating activities

Profit for the financial year
192,768
1,378,541

Adjustments for:

Depreciation of tangible assets
36,782
37,095

Interest paid
108,536
70,412

Interest received
(75,333)
(52,864)

Taxation charge
61,240
323,561

Decrease/(increase) in stocks
369,184
(377,846)

(Increase)/decrease in debtors
(599,555)
1,105,616

Decrease/(increase) in amounts owed by joint ventures
745,797
(258,965)

Increase/(decrease) in creditors
326,180
(453,334)

Corporation tax (paid)
(189,817)
(145,416)

Net cash generated from operating activities

975,782
1,626,800


Cash flows from investing activities

Purchase of tangible fixed assets
(98,922)
(163,626)

Purchase of unlisted and other investments
(517,969)
(1,279,384)

Interest received
75,333
52,864

Net cash from investing activities

(541,558)
(1,390,146)

Cash flows from financing activities

Repayment of loans
(10,648)
(11,922)

Repayment of/new finance leases
12,144
(2,924)

Interest paid
(108,536)
(70,412)

Net cash used in financing activities
(107,040)
(85,258)

Net increase in cash and cash equivalents
327,184
151,396

Cash and cash equivalents at beginning of year
251,341
99,945

Cash and cash equivalents at the end of year
578,525
251,341


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
578,525
251,341

578,525
251,341


Page 12

 
BOTANICOIR LIMITED
 
The notes on pages 15 to 30 form part of these financial statements.

Page 13

 
BOTANICOIR LIMITED
 

ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2023




At 1 January 2023
Cash flows
At 31 December 2023
£

£

£

Cash at bank and in hand

251,341

327,184

578,525

Debt due after 1 year

(38,078)

10,648

(27,430)

Debt due within 1 year

(186,130)

186,130

-

Finance leases

(17,894)

2,875

(15,019)


9,239
526,837
536,076

The notes on pages 15 to 30 form part of these financial statements.

Page 14

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

1.


General information

Botanicoir Limited is a private company limited by shares incorporated in England and Wales. The registered office is The Light Bulb Unit 212, Filament Walk, London SW18 4GQ.

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

Going concern

At the time of approving the financial statements, the directors have reasonable expectation that the company has adequate resources to continue in operational existence for the forseeable future.Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

 
2.3

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.

Page 15

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

2.Accounting policies (continued)

 
2.4

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.

 
2.5

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.

 
2.6

Interest income

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

 
2.7

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.

 
2.8

Borrowing costs

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

Page 16

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

2.Accounting policies (continued)

 
2.9

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.

 
2.10

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.

 
2.11

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.

Page 17

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

2.Accounting policies (continued)


2.11
Tangible fixed assets (continued)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, on a reducing balance basis.

Depreciation is provided on the following basis:

Plant and machinery
-
25%
Motor vehicles
-
25%
IT Software
-
20%

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.

 
2.12

Valuation of investments

Investments in unlisted Company shares, whose market value can be reliably determined, are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in the Statement of Comprehensive Income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

 
2.13

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. 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.

 
2.14

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.

 
2.15

Cash and cash equivalents

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

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

Page 18

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

2.Accounting policies (continued)

 
2.16

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.

 
2.17

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.

 
2.18

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.

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.

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

Page 19

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

2.Accounting policies (continued)


2.18
Financial instruments (continued)

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 instruments

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.


3.


Judgments in applying accounting policies and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods

Page 20

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

4.


Turnover

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


2023
2022
£
£

Gro Bag Sales
12,387,934
16,210,313

12,387,934
16,210,313


Analysis of turnover by country of destination:

2023
2022
£
£

United Kingdom
3,348,671
4,876,116

Rest of Europe
3,064,420
3,893,876

Rest of the world
5,974,843
7,440,321

12,387,934
16,210,313



5.


Operating profit

The operating profit is stated after charging:

2023
2022
£
£

Exchange differences
(96,372)
112,192

Other operating lease rentals
26,124
22,891


6.


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
7,000
7,000
Page 21

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

7.


Employees

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


2023
2022
£
£

Wages and salaries
258,451
300,850

Social security costs
37,531
19,006

Cost of defined contribution scheme
4,023
3,592

300,005
323,448


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


        2023
        2022
            No.
            No.







Administrative
6
6


8.


Directors' remuneration

2023
2022
£
£

Directors' emoluments
111,492
103,344

111,492
103,344



9.


Interest receivable

2023
2022
£
£


Other interest receivable
75,333
52,864

75,333
52,864

Page 22

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

10.


Interest payable and similar expenses

2023
2022
£
£


Other loan interest payable
108,536
70,412

108,536
70,412


11.


Taxation


2023
2022
£
£

Corporation tax


Current tax on profits for the year
45,289
289,791


45,289
289,791


Total current tax
45,289
289,791

Deferred tax


Origination and reversal of timing differences
15,951
33,770

Total deferred tax
15,951
33,770


Taxation on profit on ordinary activities
61,240
323,561
Page 23

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


Factors affecting tax charge for the year

The tax assessed for the year is the standard rate of corporation tax in the UK of 25% (2022 - 19%). The differences are explained below:

2023
2022
£
£


Profit on ordinary activities before tax
254,008
1,702,102


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2022 - 19%)
63,502
323,399

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
588
96

Capital allowances for year in excess of depreciation
(15,951)
(33,704)

Other timing differences leading to an increase (decrease) in taxation
13,101
33,770

Total tax charge for the year
61,240
323,561

Page 24

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

12.


Tangible fixed assets





Plant and machinery
Motor vehicles
IT Software
Total

£
£
£
£



Cost or valuation


At 1 January 2023
89,518
31,435
152,688
273,641


Additions
1,700
-
97,222
98,922



At 31 December 2023

91,218
31,435
249,910
372,563



Depreciation


At 1 January 2023
75,191
11,135
24,460
110,786


Charge for the year on owned assets
4,417
5,076
27,290
36,783



At 31 December 2023

79,608
16,211
51,750
147,569



Net book value



At 31 December 2023
11,610
15,224
198,160
224,994



At 31 December 2022
14,327
20,300
128,228
162,855

Page 25

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

13.


Fixed asset investments





Unlisted investments

£



Cost or valuation


At 1 January 2023
1,279,384


Additions
517,969



At 31 December 2023
1,797,353






Net book value



At 31 December 2023
1,797,353



At 31 December 2022
1,279,384


14.


Stocks

2023
2022
£
£

Finished goods and goods for resale
828,316
1,197,500

828,316
1,197,500



15.


Debtors

2023
2022
£
£


Trade debtors
2,044,451
1,746,952

Amounts owed by associated undertakings
1,709,129
2,454,926

Other debtors
328,268
-

Prepayments and accrued income
-
26,211

4,081,848
4,228,089


Page 26

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

16.


Cash and cash equivalents

2023
2022
£
£

Cash at bank and in hand
578,525
251,341

578,525
251,341



17.


Creditors: Amounts falling due within one year

2023
2022
£
£

Trade creditors
388,968
99,930

Corporation tax
145,263
289,791

Other taxation and social security
403,139
392,262

Obligations under finance lease and hire purchase contracts
-
17,894

Other creditors
3,159,407
3,184,770

Accruals and deferred income
110,263
43,616

4,207,040
4,028,263


Details of security provided:
Included in other creditors is £1,164,772 (2022: £1,431,131) secured by a fixed and floating charge over the company assets.


18.


Creditors: Amounts falling due after more than one year

2023
2022
£
£

Bank loan
27,430
38,078

Net obligations under finance leases and hire purchase contracts
15,019
-

42,449
38,078


Details of security provided:
The bank loan is secured by a fixed and floating charge over the company assets.

Page 27

 
BOTANICOIR LIMITED
 
 
 
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 2-5 years

Bank loan
27,430
38,078




20.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

2023
2022
£
£


Between 1-5 years
15,019
-

15,019
-


21.


Deferred taxation




2023


£






At beginning of year
(33,770)


Charged to profit or loss
(15,951)



At end of year
(49,721)

The provision for deferred taxation is made up as follows:

2023
2022
£
£


Accelerated capital allowances
(49,721)
(33,770)

(49,721)
(33,770)

Page 28

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

22.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



1,000 (2022 - 1,000) Ordinary shares of £1.0 each
1,000
1,000



23.


Reserves

Profit and loss account

The company has distributable reserves of £3,210,826 (2022: £3,018,058).


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 £4,023 (2022 - £3,592)
Contributions totalling £642 (2022- £Nil) 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
31,164
28,663

Later than 1 year and not later than 5 years
22,711
43,378

53,875
72,041

Page 29

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

26.


Related party transactions

Included in Other Creditors is an amount of £1,053,514 ( 2022 was £1,309,972) owing to the Directors, Mr K and Mrs S Balasuriya as at 31 December 2023. The loan carrys an open market interest and is repayable on demand.
Included in Financial statements is a net amount of £1,734,512 (2022 was £2,454,925) owed by Botanicoir Lanka (Pvt) Ltd, a company jointly controlled by Mr K and S Balasuriya together with Legro International B.V.
Included in Other debtors is an amount of £328,268 (2022 was £Nil) owed by Botanicoir India (Pvt) Ltd, a company jointly controlled by Mr K and S Balasuriya together with Legro International B.V.
Included in Other Creditors is a loan of £850,831 (2022 was £421,550) owed to Legro International B.V.
The loan carries an open market interest and is repayable on demand.
Included in Unlisted Investments are redeemable preference shares of 1,797,353 (2022: £1,279,384) held in Botanicoir Lanka (Private) Limited, a connected company where  Mr K and Mrs S Balasuriya, Elisabeth J A Swinkels and T J Buis are directors.


27.


Post balance sheet events

The Company was allocated further preference shares after the year end in Botanicoir Lanka (Private) Limited. 


28.


Controlling party

The company is jointly controlled by Mr K and S Balasuriya together with Legro International B.V.

 
Page 30