Harrison Commons Holdings Limited 03293207 false 2021-12-31 2022-12-30 2022-12-30 2022-12-30 The principal activity of the company is Holding company Digita Accounts Production Advanced 6.30.9574.0 true true true true false Class 1 Class 2 Class 3 false true false false false false false false false false false 03293207 2021-12-31 2022-12-30 03293207 2022-12-30 03293207 bus:OrdinaryShareClass1 bus:Consolidated 2022-12-30 03293207 bus:Consolidated 2022-12-30 03293207 core:CurrentInventories bus:Consolidated 2022-12-30 03293207 core:AcceleratedTaxDepreciationDeferredTax bus:Consolidated 2022-12-30 03293207 core:ForeignCurrencyTranslationReserve bus:Consolidated 2022-12-30 03293207 core:FurtherSpecificReserve1ComponentTotalEquity bus:Consolidated 2022-12-30 03293207 core:Non-controllingInterests bus:Consolidated 2022-12-30 03293207 core:RetainedEarningsAccumulatedLosses 2022-12-30 03293207 core:RetainedEarningsAccumulatedLosses bus:Consolidated 2022-12-30 03293207 core:ShareCapital 2022-12-30 03293207 core:ShareCapital bus:Consolidated 2022-12-30 03293207 core:TotalEquityAttributableToOwnersParentBeforeNon-controllingInterests bus:Consolidated 2022-12-30 03293207 core:HirePurchaseContracts core:CurrentFinancialInstruments 2022-12-30 03293207 core:HirePurchaseContracts core:CurrentFinancialInstruments bus:Consolidated 2022-12-30 03293207 core:FinancialAssetsDesignatedFairValueThroughProfitOrLoss bus:Consolidated 2022-12-30 03293207 core:CurrentFinancialInstruments 2022-12-30 03293207 core:CurrentFinancialInstruments bus:Consolidated 2022-12-30 03293207 core:CurrentFinancialInstruments core:WithinOneYear 2022-12-30 03293207 core:CurrentFinancialInstruments core:WithinOneYear bus:Consolidated 2022-12-30 03293207 core:CurrentFinancialInstruments core:WithinOneYear bus:Consolidated 2 2022-12-30 03293207 core:CurrentFinancialInstruments core:WithinOneYear 2 2022-12-30 03293207 core:Non-currentFinancialInstruments 2022-12-30 03293207 core:Non-currentFinancialInstruments bus:Consolidated 2022-12-30 03293207 core:Non-currentFinancialInstruments core:AfterOneYear 2022-12-30 03293207 core:Non-currentFinancialInstruments core:AfterOneYear bus:Consolidated 2022-12-30 03293207 core:FinancialLiabilitiesFairValueThroughProfitOrLoss bus:Consolidated 2022-12-30 03293207 core:DevelopmentCostsCapitalisedDevelopmentExpenditure bus:Consolidated 2022-12-30 03293207 core:IntangibleAssetsOtherThanGoodwill bus:Consolidated 2022-12-30 03293207 core:NegativeGoodwill bus:Consolidated 2022-12-30 03293207 core:OtherResidualIntangibleAssets bus:Consolidated 2022-12-30 03293207 core:PatentsTrademarksLicencesConcessionsSimilar bus:Consolidated 2022-12-30 03293207 core:ProvisionsForImpairmentInvestments 2022-12-30 03293207 core:BetweenTwoFiveYears bus:Consolidated 2022-12-30 03293207 core:MoreThanFiveYears bus:Consolidated 2022-12-30 03293207 core:WithinOneYear bus:Consolidated 2022-12-30 03293207 core:PensionPlan1 bus:Consolidated 2022-12-30 03293207 core:ConstructionInProgressAssetsUnderConstruction bus:Consolidated 2022-12-30 03293207 core:FurnitureFittings bus:Consolidated 2022-12-30 03293207 core:LandBuildings core:ShortLeaseholdAssets bus:Consolidated 2022-12-30 03293207 core:MotorVehicles bus:Consolidated 2022-12-30 03293207 core:OfficeEquipment bus:Consolidated 2022-12-30 03293207 core:PlantMachinery bus:Consolidated 2022-12-30 03293207 core:DeferredTaxation bus:Consolidated 2022-12-30 03293207 core:LegalProceedings bus:Consolidated 2022-12-30 03293207 core:OtherProvisionsContingentLiabilities bus:Consolidated 2022-12-30 03293207 core:AllSubsidiaries 2022-12-30 03293207 core:KeyManagementPersonnelCloseFamilyMembersEntitiesUnderKeyManagementPersonnelsControl 2022-12-30 03293207 core:KeyManagementPersonnelCloseFamilyMembersEntitiesUnderKeyManagementPersonnelsControl bus:Consolidated 2022-12-30 03293207 bus:FRS102 bus:Consolidated 2021-12-31 2022-12-30 03293207 bus:Audited bus:Consolidated 2021-12-31 2022-12-30 03293207 bus:FullAccounts bus:Consolidated 2021-12-31 2022-12-30 03293207 bus:RegisteredOffice bus:Consolidated 2021-12-31 2022-12-30 03293207 bus:CompanySecretary1 2021-12-31 2022-12-30 03293207 bus:Director2 2021-12-31 2022-12-30 03293207 bus:Director2 bus:Consolidated 2021-12-31 2022-12-30 03293207 bus:OrdinaryShareClass1 bus:Consolidated 2021-12-31 2022-12-30 03293207 bus:Consolidated 2021-12-31 2022-12-30 03293207 bus:Consolidated 2 2021-12-31 2022-12-30 03293207 bus:Consolidated 3 2021-12-31 2022-12-30 03293207 bus:Consolidated 1 2021-12-31 2022-12-30 03293207 bus:PrivateLimitedCompanyLtd bus:Consolidated 2021-12-31 2022-12-30 03293207 bus:ConsolidatedGroupCompanyAccounts 2021-12-31 2022-12-30 03293207 core:ForeignCurrencyTranslationReserve bus:Consolidated 2021-12-31 2022-12-30 03293207 core:FurtherSpecificReserve1ComponentTotalEquity bus:Consolidated 2021-12-31 2022-12-30 03293207 core:Non-controllingInterests bus:Consolidated 2021-12-31 2022-12-30 03293207 core:OtherReservesSubtotal bus:Consolidated 2021-12-31 2022-12-30 03293207 core:RetainedEarningsAccumulatedLosses 2021-12-31 2022-12-30 03293207 core:RetainedEarningsAccumulatedLosses bus:Consolidated 2021-12-31 2022-12-30 03293207 core:ShareCapital 2021-12-31 2022-12-30 03293207 core:ShareCapital bus:Consolidated 2021-12-31 2022-12-30 03293207 core:TotalEquityAttributableToOwnersParentBeforeNon-controllingInterests bus:Consolidated 2021-12-31 2022-12-30 03293207 core:ComputerSoftware bus:Consolidated 2021-12-31 2022-12-30 03293207 core:DevelopmentCostsCapitalisedDevelopmentExpenditure bus:Consolidated 2021-12-31 2022-12-30 03293207 core:Goodwill bus:Consolidated 2021-12-31 2022-12-30 03293207 core:IntangibleAssetsOtherThanGoodwill bus:Consolidated 2021-12-31 2022-12-30 03293207 core:NegativeGoodwill bus:Consolidated 2021-12-31 2022-12-30 03293207 core:OtherResidualIntangibleAssets bus:Consolidated 2021-12-31 2022-12-30 03293207 core:PatentsTrademarksLicencesConcessionsSimilar bus:Consolidated 2021-12-31 2022-12-30 03293207 core:OtherAssetsUnderOperatingLeases bus:Consolidated 2021-12-31 2022-12-30 03293207 core:PlantEquipmentUnderOperatingLeases bus:Consolidated 2021-12-31 2022-12-30 03293207 core:ReportableOperatingSegment1 bus:Consolidated 2021-12-31 2022-12-30 03293207 core:ReportableOperatingSegment2 bus:Consolidated 2021-12-31 2022-12-30 03293207 core:ReportableOperatingSegment3 bus:Consolidated 2021-12-31 2022-12-30 03293207 core:PensionPlan1 bus:Consolidated 2021-12-31 2022-12-30 03293207 core:ConstructionInProgressAssetsUnderConstruction bus:Consolidated 2021-12-31 2022-12-30 03293207 core:FurnitureFittings bus:Consolidated 2021-12-31 2022-12-30 03293207 core:FurnitureFittingsToolsEquipment bus:Consolidated 2021-12-31 2022-12-30 03293207 core:LandBuildings bus:Consolidated 2021-12-31 2022-12-30 03293207 core:LandBuildings core:ShortLeaseholdAssets bus:Consolidated 2021-12-31 2022-12-30 03293207 core:MotorVehicles bus:Consolidated 2021-12-31 2022-12-30 03293207 core:OfficeEquipment bus:Consolidated 2021-12-31 2022-12-30 03293207 core:PlantMachinery bus:Consolidated 2021-12-31 2022-12-30 03293207 core:DeferredTaxation bus:Consolidated 2021-12-31 2022-12-30 03293207 core:LegalProceedings bus:Consolidated 2021-12-31 2022-12-30 03293207 core:OtherProvisionsContingentLiabilities bus:Consolidated 2021-12-31 2022-12-30 03293207 core:AllSubsidiaries 2021-12-31 2022-12-30 03293207 core:KeyManagementPersonnel 2021-12-31 2022-12-30 03293207 core:KeyManagementPersonnel bus:Consolidated 2021-12-31 2022-12-30 03293207 core:KeyManagementPersonnelCloseFamilyMembersEntitiesUnderKeyManagementPersonnelsControl 2021-12-31 2022-12-30 03293207 core:KeyManagementPersonnelCloseFamilyMembersEntitiesUnderKeyManagementPersonnelsControl bus:Consolidated 2021-12-31 2022-12-30 03293207 core:Subsidiary1 2021-12-31 2022-12-30 03293207 core:Subsidiary1 1 2021-12-31 2022-12-30 03293207 core:Subsidiary1 countries:AllCountries 2021-12-31 2022-12-30 03293207 core:Subsidiary2 2021-12-31 2022-12-30 03293207 core:Subsidiary2 1 2021-12-31 2022-12-30 03293207 core:Subsidiary2 countries:VirginIslandsBritish 2021-12-31 2022-12-30 03293207 core:Subsidiary3 2021-12-31 2022-12-30 03293207 core:Subsidiary3 1 2021-12-31 2022-12-30 03293207 core:Subsidiary3 countries:England 2021-12-31 2022-12-30 03293207 core:Subsidiary4 2021-12-31 2022-12-30 03293207 core:Subsidiary4 1 2021-12-31 2022-12-30 03293207 core:Subsidiary4 countries:Brazil 2021-12-31 2022-12-30 03293207 core:Subsidiary5 2021-12-31 2022-12-30 03293207 core:Subsidiary5 1 2021-12-31 2022-12-30 03293207 core:Subsidiary5 countries:Colombia 2021-12-31 2022-12-30 03293207 core:Subsidiary6 2021-12-31 2022-12-30 03293207 core:Subsidiary6 1 2021-12-31 2022-12-30 03293207 core:Subsidiary6 countries:Colombia 2021-12-31 2022-12-30 03293207 core:Subsidiary7 2021-12-31 2022-12-30 03293207 core:Subsidiary7 1 2021-12-31 2022-12-30 03293207 core:Subsidiary7 countries:Peru 2021-12-31 2022-12-30 03293207 core:Subsidiary8 2021-12-31 2022-12-30 03293207 core:Subsidiary8 1 2021-12-31 2022-12-30 03293207 core:Subsidiary8 countries:Chile 2021-12-31 2022-12-30 03293207 core:Subsidiary9 2021-12-31 2022-12-30 03293207 core:Subsidiary9 1 2021-12-31 2022-12-30 03293207 core:Subsidiary9 countries:Argentina 2021-12-31 2022-12-30 03293207 core:UKTax bus:Consolidated 2021-12-31 2022-12-30 03293207 countries:EnglandWales bus:Consolidated 2021-12-31 2022-12-30 03293207 2021-12-30 03293207 bus:Consolidated 2021-12-30 03293207 core:ForeignCurrencyTranslationReserve bus:Consolidated 2021-12-30 03293207 core:FurtherSpecificReserve1ComponentTotalEquity bus:Consolidated 2021-12-30 03293207 core:Non-controllingInterests bus:Consolidated 2021-12-30 03293207 core:RetainedEarningsAccumulatedLosses 2021-12-30 03293207 core:RetainedEarningsAccumulatedLosses bus:Consolidated 2021-12-30 03293207 core:ShareCapital 2021-12-30 03293207 core:ShareCapital bus:Consolidated 2021-12-30 03293207 core:TotalEquityAttributableToOwnersParentBeforeNon-controllingInterests bus:Consolidated 2021-12-30 03293207 core:DevelopmentCostsCapitalisedDevelopmentExpenditure bus:Consolidated 2021-12-30 03293207 core:OtherResidualIntangibleAssets bus:Consolidated 2021-12-30 03293207 core:PatentsTrademarksLicencesConcessionsSimilar bus:Consolidated 2021-12-30 03293207 core:CostValuation 2021-12-30 03293207 core:PensionPlan1 bus:Consolidated 2021-12-30 03293207 core:ConstructionInProgressAssetsUnderConstruction bus:Consolidated 2021-12-30 03293207 core:FurnitureFittings bus:Consolidated 2021-12-30 03293207 core:LandBuildings core:ShortLeaseholdAssets bus:Consolidated 2021-12-30 03293207 core:MotorVehicles bus:Consolidated 2021-12-30 03293207 core:OfficeEquipment bus:Consolidated 2021-12-30 03293207 core:PlantMachinery bus:Consolidated 2021-12-30 03293207 core:DeferredTaxation bus:Consolidated 2021-12-30 03293207 core:LegalProceedings bus:Consolidated 2021-12-30 03293207 core:OtherProvisionsContingentLiabilities bus:Consolidated 2021-12-30 03293207 core:AllSubsidiaries 2021-12-30 03293207 core:KeyManagementPersonnelCloseFamilyMembersEntitiesUnderKeyManagementPersonnelsControl 2021-12-30 03293207 core:KeyManagementPersonnelCloseFamilyMembersEntitiesUnderKeyManagementPersonnelsControl bus:Consolidated 2021-12-30 03293207 2021-01-01 2021-12-30 03293207 2021-12-30 03293207 bus:OrdinaryShareClass1 bus:Consolidated 2021-12-30 03293207 bus:Consolidated 2021-12-30 03293207 core:CurrentInventories bus:Consolidated 2021-12-30 03293207 core:AcceleratedTaxDepreciationDeferredTax bus:Consolidated 2021-12-30 03293207 core:RetainedEarningsAccumulatedLosses core:CumulativeEffectDateInitialApplicationIncreaseDecrease 2021-12-30 03293207 core:ShareCapital core:CumulativeEffectDateInitialApplicationIncreaseDecrease 2021-12-30 03293207 core:HirePurchaseContracts core:CurrentFinancialInstruments 2021-12-30 03293207 core:HirePurchaseContracts core:CurrentFinancialInstruments bus:Consolidated 2021-12-30 03293207 core:FinancialAssetsDesignatedFairValueThroughProfitOrLoss bus:Consolidated 2021-12-30 03293207 core:CurrentFinancialInstruments 2021-12-30 03293207 core:CurrentFinancialInstruments bus:Consolidated 2021-12-30 03293207 core:CurrentFinancialInstruments core:WithinOneYear 2021-12-30 03293207 core:CurrentFinancialInstruments core:WithinOneYear bus:Consolidated 2021-12-30 03293207 core:CurrentFinancialInstruments core:WithinOneYear bus:Consolidated 2 2021-12-30 03293207 core:CurrentFinancialInstruments core:WithinOneYear 2 2021-12-30 03293207 core:CurrentFinancialInstruments core:WithinOneYear core:CumulativeEffectDateInitialApplicationIncreaseDecrease 2021-12-30 03293207 core:Non-currentFinancialInstruments 2021-12-30 03293207 core:Non-currentFinancialInstruments bus:Consolidated 2021-12-30 03293207 core:Non-currentFinancialInstruments core:AfterOneYear 2021-12-30 03293207 core:Non-currentFinancialInstruments core:AfterOneYear bus:Consolidated 2021-12-30 03293207 core:FinancialLiabilitiesFairValueThroughProfitOrLoss bus:Consolidated 2021-12-30 03293207 core:DevelopmentCostsCapitalisedDevelopmentExpenditure bus:Consolidated 2021-12-30 03293207 core:IntangibleAssetsOtherThanGoodwill bus:Consolidated 2021-12-30 03293207 core:NegativeGoodwill bus:Consolidated 2021-12-30 03293207 core:OtherResidualIntangibleAssets bus:Consolidated 2021-12-30 03293207 core:PatentsTrademarksLicencesConcessionsSimilar bus:Consolidated 2021-12-30 03293207 core:BetweenTwoFiveYears bus:Consolidated 2021-12-30 03293207 core:MoreThanFiveYears bus:Consolidated 2021-12-30 03293207 core:WithinOneYear bus:Consolidated 2021-12-30 03293207 core:PensionPlan1 bus:Consolidated 2021-12-30 03293207 core:ConstructionInProgressAssetsUnderConstruction bus:Consolidated 2021-12-30 03293207 core:FurnitureFittings bus:Consolidated 2021-12-30 03293207 core:LandBuildings core:ShortLeaseholdAssets bus:Consolidated 2021-12-30 03293207 core:MotorVehicles bus:Consolidated 2021-12-30 03293207 core:OfficeEquipment bus:Consolidated 2021-12-30 03293207 core:PlantMachinery bus:Consolidated 2021-12-30 03293207 core:AllSubsidiaries 2021-12-30 03293207 core:KeyManagementPersonnelCloseFamilyMembersEntitiesUnderKeyManagementPersonnelsControl 2021-12-30 03293207 core:KeyManagementPersonnelCloseFamilyMembersEntitiesUnderKeyManagementPersonnelsControl bus:Consolidated 2021-12-30 03293207 core:CumulativeEffectDateInitialApplicationIncreaseDecrease 2021-12-30 03293207 bus:Consolidated 2021-01-01 2021-12-30 03293207 bus:Consolidated 2 2021-01-01 2021-12-30 03293207 bus:Consolidated 3 2021-01-01 2021-12-30 03293207 bus:Consolidated core:CumulativeEffectDateInitialApplicationIncreaseDecrease 2021-01-01 2021-12-30 03293207 core:ForeignCurrencyTranslationReserve bus:Consolidated 2021-01-01 2021-12-30 03293207 core:FurtherSpecificReserve1ComponentTotalEquity bus:Consolidated 2021-01-01 2021-12-30 03293207 core:Non-controllingInterests bus:Consolidated 2021-01-01 2021-12-30 03293207 core:RetainedEarningsAccumulatedLosses 2021-01-01 2021-12-30 03293207 core:RetainedEarningsAccumulatedLosses bus:Consolidated 2021-01-01 2021-12-30 03293207 core:ShareCapital 2021-01-01 2021-12-30 03293207 core:ShareCapital bus:Consolidated 2021-01-01 2021-12-30 03293207 core:TotalEquityAttributableToOwnersParentBeforeNon-controllingInterests bus:Consolidated 2021-01-01 2021-12-30 03293207 core:OtherAssetsUnderOperatingLeases bus:Consolidated 2021-01-01 2021-12-30 03293207 core:PlantEquipmentUnderOperatingLeases bus:Consolidated 2021-01-01 2021-12-30 03293207 core:AllSubsidiaries 2021-01-01 2021-12-30 03293207 core:KeyManagementPersonnelCloseFamilyMembersEntitiesUnderKeyManagementPersonnelsControl 2021-01-01 2021-12-30 03293207 core:KeyManagementPersonnelCloseFamilyMembersEntitiesUnderKeyManagementPersonnelsControl bus:Consolidated 2021-01-01 2021-12-30 03293207 core:Subsidiary1 1 2021-01-01 2021-12-30 03293207 core:Subsidiary2 1 2021-01-01 2021-12-30 03293207 core:Subsidiary3 1 2021-01-01 2021-12-30 03293207 core:Subsidiary4 1 2021-01-01 2021-12-30 03293207 core:Subsidiary5 1 2021-01-01 2021-12-30 03293207 core:Subsidiary6 1 2021-01-01 2021-12-30 03293207 core:Subsidiary7 1 2021-01-01 2021-12-30 03293207 core:Subsidiary8 1 2021-01-01 2021-12-30 03293207 core:Subsidiary9 1 2021-01-01 2021-12-30 03293207 core:UKTax bus:Consolidated 2021-01-01 2021-12-30 03293207 core:UKTax bus:Consolidated core:CumulativeEffectDateInitialApplicationIncreaseDecrease 2021-01-01 2021-12-30 03293207 2020-12-31 03293207 bus:Consolidated 2020-12-31 03293207 bus:Consolidated core:PreviouslyStatedAmount 2020-12-31 03293207 core:ForeignCurrencyTranslationReserve bus:Consolidated core:PreviouslyStatedAmount 2020-12-31 03293207 core:FurtherSpecificReserve1ComponentTotalEquity bus:Consolidated core:PreviouslyStatedAmount 2020-12-31 03293207 core:Non-controllingInterests bus:Consolidated core:PreviouslyStatedAmount 2020-12-31 03293207 core:RetainedEarningsAccumulatedLosses bus:Consolidated core:PreviouslyStatedAmount 2020-12-31 03293207 core:RetainedEarningsAccumulatedLosses core:PreviouslyStatedAmount 2020-12-31 03293207 core:ShareCapital bus:Consolidated core:PreviouslyStatedAmount 2020-12-31 03293207 core:ShareCapital core:PreviouslyStatedAmount 2020-12-31 03293207 core:TotalEquityAttributableToOwnersParentBeforeNon-controllingInterests bus:Consolidated core:PreviouslyStatedAmount 2020-12-31 03293207 core:AllSubsidiaries 2020-12-31 03293207 core:KeyManagementPersonnelCloseFamilyMembersEntitiesUnderKeyManagementPersonnelsControl 2020-12-31 03293207 core:KeyManagementPersonnelCloseFamilyMembersEntitiesUnderKeyManagementPersonnelsControl bus:Consolidated 2020-12-31 03293207 core:PreviouslyStatedAmount 2020-12-31 iso4217:GBP xbrli:pure xbrli:shares

Registration number: 03293207

Harrison Commons Holdings Limited

Annual Report and Consolidated Financial Statements

for the Year Ended 30 December 2022

 

Harrison Commons Holdings Limited

Contents

Company Information

1

Strategic Report

2

Director's Report

3

Statement of Director's Responsibilities

4

Parent Company Independent Auditor's Report

5 to 9

Group Independent Auditor's Report

10 to 13

Consolidated Profit and Loss Account

14

Consolidated Statement of Comprehensive Income

15

Consolidated Balance Sheet

16 to 17

Balance Sheet

18

Consolidated Statement of Changes in Equity

19 to 20

Statement of Changes in Equity

21

Consolidated Statement of Cash Flows

22 to 23

Notes to the Financial Statements

24 to 51

 

Harrison Commons Holdings Limited

Company Information

Director

Mr M I Harrison

Company secretary

Broughton Secretaries Limited

Registered office

54 Portland Place
London
England
W1B 1DY

Auditors

Milsted Langdon LLP
Chartered Accountants
Freshford House
Redcliffe Way
Bristol
BS1 6NL

 

Harrison Commons Holdings Limited

Strategic Report for the Year Ended 30 December 2022

The director presents his strategic report for the year ended 30 December 2022.

The principal activities of The Group are the production of and sale of manufactured plastic capping and bottling solutions, for a variety of markets.

Fair review of the business

For the year ended 30 December 2022, the company has made a profit after interest and taxation of £8,332,606 (2021 - £5,663,717) the revenue for the year ended 30 December 2022 was £38,086,672 (2021 - £28,186,115).

Harrison Commons Holdings Limited remains committed to maximising the Group’s profitability. During the 12 month period under review The Group recorded an increase of £9,900,557 in turnover when compared to the 12 months ended 30 December 2021. During the period ended 30 December 2021 the company acquired 3 trading entities in South America, which accounted for £29,829,804 of the increased turnover in the period ended 30 December 2022.

As a key performance Indicator of the business, EBITDA for the year, being total operating profit before depreciation, has increased by 60.9%, £1,420,914 for the 12 month period ended 31 December 2022, as a like for like comparison, to £2,332,618 in the current period. This increase is related, largely to the acquisition mentioned above which accounts for £2,202,401.

No interim dividend has been declared (2021: £0).

The future prospects of the business of the South American entities are believed to be good, however in early 2024, Oxford Packaging Services Limited in the United Kingdom has been forced into administration due to a variety of issues outside their control.

Principal risks and uncertainties

Harrison Commons Holdings Limited operates in an extremely competitive market, with much larger global competitors. The Group manages this risk by providing a very reliable, often superior product, that is regularly selected as the secondary supplier by it’s customers. They also specialse in providing smaller B brands with a more complete and personalised service than its major competitors can provide.

Approved and authorised by the director on 10 September 2024
 

.........................................
Mr M I Harrison
Director

 

Harrison Commons Holdings Limited

Director's Report for the Year Ended 30 December 2022

The director presents his report and the for the year ended 30 December 2022.

Director of the group

The director who held office during the year was as follows:

Mr M I Harrison

Financial instruments

Objectives and policies

The group is exposed to price risk, credit risk, liquidity and cashflow risk. Appropriate policies have been developed and implemented to identify, evaluate and manage key risks and the directors review risk management strategies regularly.

Price risk, credit risk, liquidity risk and cash flow risk

Price risk - the group is exposed to price risk as a result of its operations. However, sales prices are constantly reviewed and agreed by management to ensure sales prices reflect any fluctuating prices within the market place.

Credit risk - The group's credit risk is primarily attributable to its trade debtors. Credit risk is managed by requesting deposits upon booking for larger contracts and monitoring receipts against payment terms.

Liquidity and cash flow risk - The group monitors cash flow as part of its normal activities. The directors consider cash flow projections on a monthly basis and ensure that facilities are available to be drawn on as necessary.

Important non adjusting events after the financial period

After the balance sheet date, on the 4 March 2024 Oxford Packaging Solutions Limited, a subsidiary of Harrison Commons Holdings Limited, entered into a Company Voluntary Arrangement and filed for insolvency.

On 13 September 2023 Alusud Peru S.A, a subsidiary of Harrison Commons Holdings Limited, was sold.

Disclosure of information to the auditor

The director has taken steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditor is aware of that information. The director confirms that there is no relevant information that he knows of and of which he knows the auditor is unaware.

Approved by the director on 10 September 2024 and signed on its behalf by:

.........................................
Mr M I Harrison
Director

   
     
 

Harrison Commons Holdings Limited

Statement of Director's Responsibilities

The director acknowledges his responsibilities for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

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

select suitable accounting policies and apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

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

 

Harrison Commons Holdings Limited

Parent Company Independent Auditor's Report to the Members of Harrison Commons Holdings Limited

Opinion

We were engaged to audit the financial statements of Harrison Commons Holdings Limited (the 'parent company') for the year ended 30 December 2022, which comprise the Parent company Balance Sheet, Parent company Statement of Changes in Equity, and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). The parent company has taken section 408 exemption from preparing a separate profit and loss account and the exemption under FRS 102 from preparing a separate cash flow statement.

In our opinion the parent company financial statements:

give a true and fair view of the state of the parent company's affairs as at 30 December 2022;

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 auditor responsibilities for the audit of the financial statements section of our report. We are independent of the parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the parent company's financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the parent company's ability to continue as a going concern for a period of at least twelve months from when the original financial statements were authorised for issue.

Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report.

Other information

The director is responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. Our opinion on the parent company's financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the parent company's financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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.

 

Harrison Commons Holdings Limited

Parent Company Independent Auditor's Report to the Members of Harrison Commons Holdings Limited

Opinion on other matter 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 Director's Report in relation to the parent company only for the financial year for which the parent company financial statements are prepared is consistent with the parent company financial statements; and

the Strategic Report and Director's Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of our knowledge and understanding of the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report and the Director's Report.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

the parent company financial statements are not in agreement with the accounting records and returns; or

certain disclosures of director's remuneration specified by law are not made; or

we have not received all the information and explanations we require for our audit.

Responsibilities of the director
As explained more fully in the Statement of Director's Responsibilities set out on page 4, the director is responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the director determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the director is responsible for assessing the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the parent company or to cease operations, or have no realistic alternative but to do so.

 

Harrison Commons Holdings Limited

Parent Company Independent Auditor's Report to the Members of Harrison Commons Holdings Limited

Other matters

The parent company was not required to have a statutory audit for the year ended 30 December 2021 as the parent company was deemed to be small in size. Accordingly, the corresponding figures for the year ended 30 December 2021 were unaudited.

We have reported separately on the group financial statements of Harrison Commons Holdings Limited for the year ended 30 December 2022. The opinion in that report is a disclaimer of opinion.

Auditor Responsibilities for the audit of the financial statements

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

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:

In planning and designing our audit tests, we identify and assess the risks of material mis-statements, whether due to fraud or error. Our assessment of these risks includes the following:

the nature of the industry and sector, control environment and business performance including the key drivers for directors’ remuneration, bonus levels and performance targets;

results of our enquiries of management about their own identification and assessment of the risks of irregularities;

any matters we identified having made enquiries of management about their policies and procedures relating to:

 

identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of noncompliance;

 

detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;

 

the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations;

the matters discussed among the audit engagement team regarding how and where fraud might occur in the parent company financial statements and any potential indicators of fraud.

As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.

We also obtained an understanding of the legal and regulatory frameworks that the parent company operates in, through discussions with the director, and from our commercial knowledge and experience of the sector in which the parent company operates, to enable us to identify the key laws and regulations applicable to the parent company. We focused on specific laws and regulations which we considered may have a direct material effect on the financial statement or the operations of the parent company including the Companies Act 2006, taxation legislation, data protection, anti-bribery, employment, environmental and health and safety legislation.

 

Harrison Commons Holdings Limited

Parent Company Independent Auditor's Report to the Members of Harrison Commons Holdings Limited

As a result of performing the above, our procedures to respond to the risks identified included the following:

reviewing the parent company financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the parent company financial statements;

enquiring of management concerning actual and potential litigation and claims;

reviewing correspondence with HMRC, and the parent company's legal advisors;

reading minutes of meetings of those charged with governance;

performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;

obtained an understanding of provisions and held discussions with management to understand the basis of recognition or non-recognition of tax provisions; and

in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or noncompliance with laws and regulations throughout the audit.

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

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involved deliberate concealment or collusion.

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

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 auditor's report.

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

 

Harrison Commons Holdings Limited

Parent Company Independent Auditor's Report to the Members of Harrison Commons Holdings Limited

......................................
Guy Armitage-Norton (Senior Statutory Auditor)
For and on behalf of Milsted Langdon LLP, Statutory Auditor
Chartered Accountants
Freshford House
Redcliffe Way
Bristol
BS1 6NL

10 September 2024

 

Harrison Commons Holdings Limited

Group Independent Auditor's Report to the Members of Harrison Commons Holdings Limited

Disclaimer of opinion

We were engaged to audit the group financial statements of Harrison Commons Holdings Limited (the 'group') for the year ended 30 December 2022, which comprise the Consolidated Profit and Loss Account, the Consolidated Statement of Comprehensive Income, the Consolidated Balance Sheet, Consolidated Statement of Changes in Equity, and the Consolidated Statement of Cash Flows, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

We do not express an opinion on the accompanying financial statements of the group. Because of the significance of the matters described in the basis for disclaimer of opinion section of our report, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on the group financial statements.
 

Basis for disclaimer of opinion on the group financial statements
We are unable to obtain sufficient and appropriate audit evidence to support the opening balances within the group financial statements and were unable to do so using alternative procedures. Consequently, we are unable to determine whether any material adjustments to the opening balances or a prior year restatement, is necessary.

Included within provisions for the group as at 30 December 2022 is £920,107 in respect of employment litigation. The circularisation response the group's legal advisors provided expected the costs associated with ending the litigation to be in the region of £82,193 and as such we were unable to conclude whether the remaining balance of £837,914 was free from material misstatement and therefore provisions have not been prepared in accordance with Financial Reporting Standard 102 Section 21 'Provisions and Contingencies'.

We have been unable to obtain sufficient and appropriate audit evidence to support the disposal of tangible assets for the year to 30 December 2022, being cost disposals of £3,055,160 and depreciation eliminated on disposal of £2,913,843 and were unable to do so using alternative procedures. The loss on disposal of group tangible assets of £141,317 is included within the other exceptional item. As such we are unable to determine if the net book value of tangible assets totalling £7,048,952 is fairly stated.

After the balance sheet date, a member of the group, Oxford Packaging Solutions Limited, entered a Company Voluntary Arrangement and we have been unable to obtain sufficient and appropriate audit evidence, or to use alternative procedures, to determine of the value of tangible assets on a break-up basis for this entity in accordance with Financial Reporting Standard 102 Section 27 'Impairment of Assets'. Consequently, we are unable to determine whether a material adjustment is necessary to the carrying amount of group tangible assets.

 

Harrison Commons Holdings Limited

Group Independent Auditor's Report to the Members of Harrison Commons Holdings Limited

Included within other debtors for the group as at 30 December 2022 is £2,499,483 in respect of the exclusion of Tax on Transactions Related to the Circulation of Goods and Services of Interstate, Intermunicipal and Communications Transport (ICMS) from Social Integration Program (PIS) Contribution to the Financing of Social Security (COFINS) basis that has not been recognised in accordance with Financial Reporting Standard 102 Section 29 “Income”. This is following a decision by the Brazilian Federal Supreme Court (STF) on 15 March, 2017, by Extraordinary Appeal No. 574.706/PR. The STF found that it is unconstitutional for the State VAT (ICMS) to be part of the PIS and COFINS calculation basis, and therefore a legal claim by the group to be refunded by the state has been successful, however for a lower amount than how much had previously been recognised in the financial statements. The balance is potentially overstated by £1,620,369 and therefore equity is potentially overstayed by the same amount.

Included within trade debtors for the group as at 30 December 2022 is £5,281,174 relating to Closure Systems International (Brazil) Sistemas de Vedacao Ltda (CSIB). We have been unable to gain support for accounts receivable within this balance amounting to £1,245,571. We were unable to obtain sufficient and appropriate evidence using alternative procedures. Consequently, we are unable to determine whether any adjustments to this amount is necessary to the group value of trade debtors.

Included within stock for the group as at 30 December 2022 is £772,531 of aggregate misstatement in respect of stock in transit. Group stock has not been presented in accordance with Financial Reporting Standard 102 Section 13 "Inventories".

Included within trade creditors for the group as at 30 December 2022 is £823,682 of aggregate misstatement in respect of stock in transit and foreign exchange retranslation. As such, group trade creditors has not been presented in accordance with Financial Reporting Standard 102 Section 11 'Basic Financial Instruments'.

In preparing the year end financial statements for a member of the group, Oxford Packaging Solutions Limited, management have undertaken a review of the closing balance sheet as at 30 December 2022 and have written off amounts they could not confirm as being in existence to 'other exceptional item'. We were unable to obtain sufficient and appropriate audit evidence to support the balance of other exceptional item of £786,552 that was written off by management through profit and loss in the year ended 30 December 2022 to correct the balance sheet as at the prevailing year end. Consequently, we are unable to confirm whether the write off is materially misstated for the year ended 30 December 2022. Further information can be found in note 5 and the other matters paragraph of this audit report.

Within the group three significant components issued modified audit reports. A Qualified audit opinion was issued by the component auditors of Closure Systems International (Brazil) Sistemas de Vedacao, a Limitation of Scope audit opinion issued for Alusud Peru S.A, and a Qualified audit opinion was issued for Oxford Packaging Solutions Limited. The number of modified audit reports within the group have contributed to the issues identified being considered pervasive. The specific issues within each component have been outlined above.

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the group financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

 

Harrison Commons Holdings Limited

Group Independent Auditor's Report to the Members of Harrison Commons Holdings Limited

Opinion on other matter prescribed by the Companies Act 2006

Because of the significance of the matter described in the basis for disclaimer of opinion section of our report, we have been unable to form an opinion, whether based on the work undertaken in the course of the audit:

the information given in the Strategic Report and Director's Report in relation to the group only for the financial year for which the group financial statements are prepared is consistent with the group financial statements; and

the Strategic Report and Director's Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

Notwithstanding our disclaimer of an opinion on the group financial statements, in the light of the knowledge and understanding of the group and its environment obtained in the course of the audit performed subject to the pervasive limitation described above, we have not identified material misstatements in the strategic report or the directors report.

Arising from the limitation of our work referred to above:

we have not obtained all the information and explanations that we considered necessary for the purpose of our audit; and

we were unable to determine whether adequate accounting records have been kept.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

certain disclosures of director's remuneration specified by law are not made.

Responsibilities of the director
As explained more fully in the Statement of Director's Responsibilities set out on page 4, the director is responsible for the preparation of the group financial statements and for being satisfied that they give a true and fair view, and for such internal control as the director determines is necessary to enable the preparation of group financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the group financial statements, the director is responsible for assessing the group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the group or to cease operations, or have no realistic alternative but to do so.

Other matters

 

Harrison Commons Holdings Limited

Group Independent Auditor's Report to the Members of Harrison Commons Holdings Limited

The group was not required to have a statutory audit for the year ended 30 December 2021 as the group was deemed to be small in size. Accordingly, the corresponding figures for the year ended 30 December 2021 were unaudited.

The "other exceptional item" presented in the profit and loss year ended 30 December 2022 of £786,552 (2021 - £nil) relates to the write off of historic balance sheet items. We were unable to obtain sufficient or appropriate audit evidence to support these balances due to a change in the group's finance team after 30 December 2021, resulting in insufficient records or knowledge of these historic balance sheet items. As such, management has elected to write these historic balances off to the profit and loss in the year in order to present the correct year end balance sheet position. We have qualified our group audit report in respect of this balance.

We have reported separately on the parent company financial statements of Harrison Commons Holdings Limited for the year ended 30 December 2022.

Auditor Responsibilities for the audit of the financial statements

Our responsibility is to conduct an audit of the group’s financial statements in accordance with International Standards on Auditing (UK) and to issue an auditor’s report.

However, because of the matter described in the basis for disclaimer of opinion section of our report, we were not able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these financial statements.

We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

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

......................................
Guy Armitage-Norton (Senior Statutory Auditor)
For and on behalf of Milsted Langdon LLP, Statutory Auditor
Chartered Accountants
Freshford House
Redcliffe Way
Bristol
BS1 6NL

10 September 2024

 

Harrison Commons Holdings Limited

Consolidated Profit and Loss Account for the Year Ended 30 December 2022

Note

2022
£

(As restated)

Unaudited 2021
£

Turnover

3

38,086,672

28,186,115

Cost of sales

 

(33,870,215)

(25,299,694)

Gross profit

 

4,216,457

2,886,421

Distribution costs

 

(885,815)

(691,163)

Administrative expenses

 

(6,548,018)

(1,765,832)

Exceptional income

4

6,932,918

4,923,095

Other exceptional item

4

786,552

-

Other operating income

5

3,465,640

961,875

Operating profit

7

7,967,734

6,314,396

Other interest receivable and similar income

8

95,940

104,395

Interest payable and similar expenses

9

497,319

(301,678)

   

593,259

(197,283)

Profit before tax

 

8,560,993

6,117,113

Tax on profit

13

(228,387)

(453,396)

Profit for the financial year

 

8,332,606

5,663,717

Profit/(loss) attributable to:

 

Owners of the company

 

8,332,526

5,663,644

Minority interests

 

80

73

 

8,332,606

5,663,717

 

Harrison Commons Holdings Limited

Consolidated Statement of Comprehensive Income for the Year Ended 30 December 2022

2022
£

(As restated)

Unaudited 2021
£

Profit for the year

8,332,606

5,663,717

Foreign currency translation gains/(losses)

312,765

(896,713)

Remeasurement gain on defined benefit pension schemes

2,504,000

1,104,000

2,816,765

207,287

Total comprehensive income for the year

11,149,371

5,871,004

Total comprehensive income attributable to:

Owners of the company

11,149,291

5,870,931

Minority interests

80

73

11,149,371

5,871,004

 

Harrison Commons Holdings Limited

(Registration number: 03293207)
Consolidated Balance Sheet as at 30 December 2022

Note

2022
£

(As restated)

Unaudited 2021
£

Fixed assets

 

Intangible assets not including goodwill

14

407,962

468,392

Negative goodwill

14

(4,923,094)

(11,487,220)

Tangible assets

15

7,408,952

8,025,001

 

2,893,820

(2,993,827)

Current assets

 

Stocks

17

5,995,507

4,235,991

Debtors: amounts falling due after more than one year

18

4,114,988

525,126

Debtors: amounts falling due after less than one year

18

17,771,302

14,265,160

Investments

19

17,223

-

Cash at bank and in hand

 

2,090,058

3,897,450

18

29,989,078

22,923,727

Creditors: Amounts falling due within one year

21

(15,301,136)

(10,765,393)

Net current assets

 

14,687,942

12,158,334

Total assets less current liabilities

 

17,581,762

9,164,507

Creditors: Amounts falling due after more than one year

21

(742,921)

(501,000)

Provisions for liabilities

22

(2,023,304)

(2,151,244)

Net assets excluding pension asset/(liability)

 

14,815,537

6,512,263

Net pension liability

23

(3,738,075)

(6,584,172)

Net assets/(liabilities)

 

11,077,462

(71,909)

Capital and reserves

 

Called up share capital

24

5,716,278

5,716,278

Other reserves

25

82,007

(896,713)

Retained earnings

25

5,279,024

(4,891,547)

Equity attributable to owners of the company

 

11,077,309

(71,982)

Minority interests

 

153

73

Shareholders' funds/(deficit)

 

11,077,462

(71,909)

 

Harrison Commons Holdings Limited

(Registration number: 03293207)
Consolidated Balance Sheet as at 30 December 2022

Approved and authorised by the director on 10 September 2024
 

.........................................
Mr M I Harrison
Director

   
     
 

Harrison Commons Holdings Limited

(Registration number: 03293207)
Balance Sheet as at 30 December 2022

Note

2022
£

(As restated)

Unaudited 2021
£

Fixed assets

 

Investments

16

358,790

358,790

Current assets

 

Debtors

18

-

81,400

Cash at bank and in hand

20

38,375

3,153

 

38,375

84,553

Creditors: Amounts falling due within one year

21

(531,826)

(563,941)

Net current liabilities

 

(493,451)

(479,388)

Net liabilities

 

(134,661)

(120,598)

Capital and reserves

 

Called up share capital

24

5,716,278

5,716,278

Profit and loss account

25

(5,850,939)

(5,836,876)

Total equity

 

(134,661)

(120,598)

The company made a loss after tax for the financial year of £14,063 (2021 - loss of £110,724).

Approved and authorised by the director on 10 September 2024
 

.........................................
Mr M I Harrison
Director

   
     
 

Harrison Commons Holdings Limited

Consolidated Statement of Changes in Equity for the Year Ended 30 December 2022
Equity attributable to the parent company

Share capital
£

Foreign currency translation reserve
£

Other reserves
£

Retained earnings
£

Total
£

Non-controlling interests - Equity
£

Total equity
£

(Unaudited)
At 31 December 2021

5,716,278

(896,713)

-

(4,891,547)

(71,982)

73

(71,909)

Profit for the year

-

-

-

8,332,526

8,332,526

80

8,332,606

Other comprehensive income

-

994,739

(16,019)

1,838,045

2,816,765

-

2,816,765

Total comprehensive income

-

994,739

(16,019)

10,170,571

11,149,291

80

11,149,371

At 30 December 2022

5,716,278

98,026

(16,019)

5,279,024

11,077,309

153

11,077,462

 

Harrison Commons Holdings Limited

Consolidated Statement of Changes in Equity for the Year Ended 30 December 2022
Equity attributable to the parent company

Share capital
£

Foreign currency translation reserve
£

Other reserves
£

Retained earnings
£

Total
£

Non-controlling interests - Equity
£

Total equity
£

(Unaudited)
At 1 January 2021

6,466,278

-

-

(11,659,191)

(5,192,913)

-

(5,192,913)

(Unaudited)
Profit for the year

-

-

-

5,663,644

5,663,644

73

5,663,717

(Unaudited)
Other comprehensive income

-

(896,713)

-

1,104,000

207,287

-

207,287

(Unaudited)
Total comprehensive income

-

(896,713)

-

6,767,644

5,870,931

73

5,871,004

(Unaudited)
Other share capital movements

(750,000)

-

-

-

(750,000)

-

(750,000)

(Unaudited)
At 30 December 2021

5,716,278

(896,713)

-

(4,891,547)

(71,982)

73

(71,909)

 

Harrison Commons Holdings Limited

Statement of Changes in Equity for the Year Ended 30 December 2022

Share capital
£

Retained earnings
£

Total
£

(Unaudited)
At 31 December 2021

5,716,278

(5,836,876)

(120,598)

Loss for the year

-

(14,063)

(14,063)

At 30 December 2022

5,716,278

(5,850,939)

(134,661)

Share capital
£

Retained earnings
£

Total
£

(Unaudited)
At 1 January 2021

6,466,278

(5,726,152)

740,126

(Unaudited)
Loss for the year

-

(110,724)

(110,724)

(Unaudited)
Other share capital movements

(750,000)

-

(750,000)

(Unaudited)
At 30 December 2021

5,716,278

(5,836,876)

(120,598)

 

Harrison Commons Holdings Limited

Consolidated Statement of Cash Flows for the Year Ended 30 December 2022

Note

2022
£

(As restated)

Unaudited 2021
£

Cash flows from operating activities

Profit for the year

 

8,332,606

5,663,717

Adjustments to cash flows from non-cash items

 

Depreciation and amortisation charge

7

2,349,924

941,317

Amortisation of negative goodwill

 

(6,564,126)

(4,923,095)

Effect of foreign exchange fluctuations on fixed assets

14, 15

(486,423)

-

Loss on disposal of tangible assets

6

19,378

-

Loss on disposal of intangible assets

6

219,255

-

Impairment of fixed assets

14, 15

(1,092,997)

-

Impact of write off of assets to other exceptional item

4

385,074

-

Finance income

8

(95,940)

(104,395)

Finance costs

9

944,632

301,678

Income tax expense

13

228,387

453,396

 

4,239,770

2,332,618

Working capital adjustments

 

Increase in stocks

17

(1,759,516)

(1,841,233)

Increase in trade debtors

18

(7,096,004)

(9,002,927)

Increase in trade creditors

21

5,095,609

9,089,249

Decrease in provisions

22

(127,940)

(103,003)

Cash generated from operations

 

351,919

474,704

Income taxes paid

13

(91,303)

(371,187)

Net cash flow from operating activities

 

260,616

103,517

Cash flows from investing activities

 

Interest received

95,940

104,395

Acquisition of investment asset

 

(17,223)

-

Acquisitions of tangible assets

(578,116)

(282,000)

Proceeds from sale of intangible assets

 

(139,616)

-

Net cash movement on acquisition of subsiduaries

 

-

3,210,871

Net cash flows from investing activities

 

(639,015)

3,033,266

 

Harrison Commons Holdings Limited

Consolidated Statement of Cash Flows for the Year Ended 30 December 2022

Note

2022
£

(As restated)

Unaudited 2021
£

Cash flows from financing activities

 

Interest paid

9

(944,632)

(121,262)

Proceeds from issue of ordinary shares, net of issue costs

 

-

(750,000)

Proceeds from other borrowing draw downs

 

617,838

-

Repayment of other borrowing

 

85

-

Payments to finance lease creditors

 

(1,072,867)

-

Foreign currency gains/(losses)

 

312,765

(180,416)

Gain/loss on pension fund

 

(342,097)

1,104,000

Net cash flows from financing activities

 

(1,428,908)

52,322

Net (decrease)/increase in cash and cash equivalents

 

(1,807,307)

3,189,105

Cash and cash equivalents at 31 December

 

3,897,365

708,260

Cash and cash equivalents at 30 December

 

2,090,058

3,897,365

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

1

General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
54 Portland Place
London
England
W1B 1DY

These financial statements were authorised for issue by the director on 10 September 2024.

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland and the Companies Act 2006'.

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

The financial statements are prepared in sterling, which is the functional and presentational currency of the group and parent company, and rounded to the nearest £.

Summary of disclosure exemptions

The company has taken advantage of the exemption in section 408 of the Companies Act from presenting it's individual profit and loss account.

The company has taken advantage of the exemption in section 1.12(b) of FRS 102 from preparing a statement of cashflows, on the basis that it is a qualifying entity and the consolidated statement of cashflows included in these financial statements includes the parent company's cash flows..

Basis of consolidation

The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 30 December 2022.

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

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

The results of subsidiaries acquired or disposed of during the year are included in the Consolidated Profit and Loss Account from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.

The purchase method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill.

Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.

Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.

Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group’s equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder’s share of changes in equity since the date of the combination.

Going concern

The financial statements are prepared on a going concern basis. As at the date of signing of the financial statements, the Director confirms that the Group is in a position to meet its liabilities and that there are no foreseeable events which may give rise to liabilities which exceed the Company's ability to pay. As of the date of signing, Oxford Packaging Services Ltd, the only UK based entity, has entered into the administration process. This is due to several unrecoverable setbacks involving resin supply, COVID, the subsequent energy crisis and some major customers facing declining volumes. This does not effect the viability of the rest of the business units.

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

Prior period errors

The following prior year restatements were made in the company balance sheet notes:

- A prior year restatement of £22,178 was made to write off an over accrual of accountancy, legal and professional fees.
- A prior year reclassification of £31,400 was made between other debtors and and amounts owed by related parties within the non-current debtors note in order to appropriately disclosure the nature of the balance.

 

2022
£

2021
(as restated)
£

2021
£

Accruals

(22,151)

(5,151)

(27,329)

Other debtors

-

-

31,400

Amounts owed by related parties

-

31,400

-

Retained earnings

(5,809,939)

(5,836,876)

(5,814,698)

    

Key sources of estimation uncertainty

In the application of the group'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, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods..

During the year management have made an estimate for provision of stock. This basis for this provision is made on management's best estimate for the proportion of stock that is unlikely to be sold. This estimation is considered to have a significant risk of causing a material adjustment to the carrying amount of stock valuation. The carrying amount is £71,064 (2021 - £77,184).

During the year management have made an estimate for provision of dilapidations. This basis for this provision is made on management's best estimate for the cost of dilapidations at the end of the lease. This estimation is considered to have a significant risk of causing a material adjustment to the carrying amount of provisions. The carrying amount is £395,097 (2021 - £395,097).

Revenue recognition

Revenue comprises the fair value of the consideration received or receivable for the sale of goods or provision of services in the ordinary course of the group’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts and after eliminating sales within the group.

The group recognises revenue when:
a) the significant risks and rewards of ownership have been transferred to the buyer
b) the group retains no continuing investment or control over the goods
c) the amount of revenue can be reliably measured;
d) it is probable that future economic benefits will flow to the entity;
e) and specific criteria have been met for each of the group's activities.

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

Finance income and costs

Interest income and expenses are recognised using the effective interest rate method.

Foreign currency transactions and balances

Transactions in foreign currencies are translated into the functional currency using the spot exchange rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rate on the date when the fair value is re-measured.

Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at the year end prevailing spot rate of monetary assets and liabilities denominated in foreign currencies are recognised in the profit and loss account.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the profit and loss account within ‘finance costs’ or ‘finance income’. All other foreign exchange gains and losses are presented in the profit and loss account within ‘other operating (losses)/gains’.

Tax

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

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

Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the consolidated financial statements.

Unrelieved tax losses and other deferred tax assets are recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference.

Exceptional items
The group classifies certain one-of credits that have a material impact on the group’s financial results as ‘exceptional income’. These are disclosed separately to provide further understanding of the financial performance of the group.
 

Tangible assets

Tangible assets are stated in the Balance Sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation of the asset in bringing it to its working condition for intentional use, dismantling and restoration costs.

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Land and buildings

5% - 10% per annum

Construction in progress and machinery under assembly

nil% per annum

Furniture, fittings and equipment

20% - 33% per annum

Plant and machinery

7.5% - 20% per annum

Office equipment

5% - 20% per annum

Motor vehicles

5% - 20% per annum

Business combinations

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

Goodwill

Goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the group’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date. Goodwill is amortised over its useful life, which shall not exceed ten years if a reliable estimate of the useful life cannot be made.

Negative goodwill

Where the cost of the business combination exceeds the fair value of the group’s interest in the assets, liabilities and contingent liabilities acquired, negative goodwill arises. Negative goodwill arising on an acquisition is recognised on the face of the balance sheet on the acquisition date and subsequently the excess up to the fair value of non-monetary assets acquired is recognised in profit or loss in the periods in which the non-monetary assets are recovered.

Intangible assets

Separately acquired intangible assets are shown at historical cost.

Intangible assets other than goodwill acquired in a business combination are recognised at fair value at the acquisition date.

Intangible assets other than goodwill have a finite useful life and are carried at cost less accumulated amortisation and any accumulated impairment losses.

Amortisation

Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:

Asset class

Amortisation method and rate

Trademarks, patents and licences

20% - 100% per annum

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

Internally generated software development costs

20% - 33% per annum

Other intangible assets

10% - 50% per annum

Investments

Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.

Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value. Bank overdrafts, when applicable, are shown within borrowings in current liabilities.

Trade debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the group will not be able to collect all amounts due according to the original terms of the receivables.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the weighted average cost (WAC) method. Stocks are recognised as an expense in the period in which the related revenue is recognised.

The cost of finished goods and work in progress comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition. At each reporting date, stocks are assessed for impairment. If stocks are 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.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the group does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Provisions

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

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.

Assets held under finance leases are recognised at the lower of their fair value at inception of the lease and the present value of the minimum lease payments. These assets are depreciated on a straight-line basis over the shorter of the useful life of the asset and the lease term. The corresponding liability to the lessor is included in the balance sheet as a finance lease obligation.

Lease payments are apportioned between finance costs in the profit and loss account and reduction of the lease obligation so as to achieve a constant periodic rate of interest on the remaining balance of the liability.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the group has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. Amounts not paid at the year end are shown in other creditors in the balance sheet. The assets of the plan are held seperately from the group in independantly administered funds.

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

Defined benefit pension obligation

The group operates a defined benefit plan for certain employees. A defined benefit plan defines the pension benefit that the employee will receive on retirement, usually dependent upon several factors including age, length of service and remuneration. A defined benefit plan is a pension plan that is not a defined contribution plan.

The liability recognised in the balance sheet in respect of the defined benefit plan is the present value of the defined benefit obligation at the reporting date less the fair value of the plan assets at the reporting date.

Annually the group engages independent actuaries to calculate the obligation. The present value is determined by discounting the estimated future payments using market yields on high quality corporate bonds that are denominated in sterling and that have terms approximating the estimated period of the future payments (‘discount rate’).

The fair value of plan assets is measured in accordance with the FRS 102 fair value hierarchy and in accordance with the group’s policy for similarly held assets. This includes the use of appropriate valuation techniques.

Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to other comprehensive income. These amounts together with the return on plan assets, less amounts included in net interest, are disclosed as ‘remeasurement of net defined benefit liability’.

The cost of the defined benefit plan, recognised in profit or loss as employee costs, except where included in the cost of an asset, comprises:
• The increase in pension benefit liability arising from employee service during the period.
• The cost of plan introductions, benefit changes, curtailments and settlements.
The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is recognised in profit or loss as ‘finance expense’.

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

3

Turnover

The analysis of the group's turnover for the year from continuing operations is as follows:

2022
£

Unaudited 2021
£

Sale of goods

38,086,672

28,186,115

The analysis of the group's Turnover for the year by geographical market is as follows:

2022
£

Unaudited 2021
£

UK

8,745,723

7,346,034

Europe

415,068

-

Colombia

7,908,694

6,423,225

Brazil

12,476,030

9,494,090

Peru

5,664,461

3,861,305

Demerara

218,853

185

Venezuela

688,278

78

Argentina

1,665,434

936,230

Uruguay

304,131

124,968

38,086,672

28,186,115

4

Exceptional items

During the year £368,792 (2021 - £nil) of income of exceptional size or incidence was recorded and relates to the release of 'Rank' from their obligations as surety on Oxford Packaging Solutions Limited.

During the year £786,552 (2021 - £nil) of expenditure of exceptional size of incidence was recorded and relates to the release the historic write off of unknown balance sheet item in Oxford Packaging Solutions Limited.

During the year £6,564,126 (2021 - £4,923,095) of amortisation on negative goodwill was recognised by the group to record the excess, up to the fair value, of non-monetary assets acquired in profit or loss over the period in which the non-monetary assets are recovered.

The analysis of the group's exceptional items for the year is as follows:

2022
£

Unaudited 2021
£

Amortisation of goodwill

6,564,126

4,923,095

Exceptional income

368,792

-

Other exceptional item

786,552

-

7,719,470

4,923,095

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

5

Other operating income

The analysis of the group's other operating income for the year is as follows:

2022
£

Unaudited 2021
£

Miscellaneous other operating income

3,465,640

961,875

6

Other gains and losses

The analysis of the group's other gains and losses for the year is as follows:

2022
£

Unaudited 2021
£

Loss on disposal of Tangible assets

(19,378)

-

Loss on disposal of Intangible assets

(219,255)

-

(238,633)

-

7

Operating profit

Arrived at after charging/(crediting):

2022
£

Unaudited 2021
£

Depreciation expense

2,096,933

682,466

Amortisation of negative goodwill

(6,564,126)

(4,923,095)

Amortisation expense

252,991

258,851

Operating lease expense - plant and machinery

29,489

-

Operating lease expense - other

36,841

4,098

Loss on disposal of Tangible assets

19,378

-

Loss on disposal of Intangible assets

219,255

-

8

Other interest receivable and similar income

2022
£

Unaudited 2021
£

Other finance income

95,940

104,395

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

9

Interest payable and similar expenses

2022
£

Unaudited 2021
£

Interest on bank overdrafts and borrowings

41,751

62,641

Interest expense on other finance liabilities

466,006

58,621

Foreign exchange (losses)/gains

(1,250,076)

180,416

Other finance costs

245,000

-

(497,319)

301,678

10

Staff costs

The aggregate payroll costs (including director's remuneration) were as follows:

2022
£

Unaudited 2021
£

Wages and salaries

4,210,401

2,838,929

Social security costs

641,663

285,910

Pension costs, defined contribution scheme

132,880

41,511

4,984,944

3,166,350

The average number of persons employed by the group (including the director) during the year, analysed by category was as follows:

2022
No.

Unaudited 2021
No.

Operations

172

181

Administration

58

39

Directors

1

1

231

221

The average number of persons employed by the company (including the director) during the year, analysed by category was as follows:

2022
No.

Unaudited 2021
No.

Directors

1

1

1

1

11

Director's remuneration

The director's remuneration for the year was as follows:

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

2022
£

Unaudited 2021
£

Remuneration

39,181

-

12

Auditors' remuneration

2022
£

Unaudited 2021
£

Audit of these financial statements

17,000

-

Audit of the financial statements of subsidiaries of the company pursuant to legislation

27,253

6,445

44,253

6,445

Other fees to auditors

Taxation compliance services

12,620

23,353

All other assurance services

3,350

-

15,970

23,353


 

13

Taxation

Tax charged/(credited) in the income statement:

2022
£

Unaudited 2021
£

Current taxation

Foreign tax

317,005

350,393

Deferred taxation

Arising from origination and reversal of timing differences

(88,618)

103,003

Tax expense in the income statement

228,387

453,396

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

The tax on profit before tax for the year is higher than the standard rate of corporation tax in the UK (2021 - higher than the standard rate of corporation tax in the UK) of 19% (2021 - 19%).

The differences are reconciled below:

2022
£

(As restated)

Unaudited 2021
£

Profit before tax

8,560,993

6,117,113

Corporation tax at standard rate

1,626,589

1,162,251

Effect of revenues exempt from taxation

(1,247,184)

(935,388)

Effect of tax losses

9,517

59,372

Effect of foreign tax rates

(151,192)

167,161

UK deferred tax expense (credit) relating to changes in tax rates or laws

(9,343)

-

Total tax charge

228,387

453,396

The UK government annouced that from 1 April 2023 the corporation tax rate would increase to 25%. This new law was substantively enacted on 24 May 2021.

Deferred tax

Group

Deferred tax assets and liabilities

2022

Asset
£

Liability
£

Accelerated tax depreciation

42,724

(708,100)

42,724

(708,100)

2021

Asset
£

Liability
£

Accelerated tax depreciation

26,690

(911,620)

26,690

(911,620)

Company
There was £nil deferred tax assets or liabilities (2021 - £nil).

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

14

Intangible assets

Group

Trademarks, patents and licenses
 £

Internally generated software development costs
 £

Other intangible assets
 £

Total
£

Cost or valuation

At 31 December 2021

1,017,075

413,622

2,477,142

3,907,839

Disposals

-

-

(219,255)

(219,255)

Foreign exchange movements

(73,809)

73,751

392,157

392,099

At 30 December 2022

943,266

487,373

2,650,044

4,080,683

Amortisation

At 31 December 2021

763,791

417,013

2,258,643

3,439,447

Amortisation charge

97,406

-

155,585

252,991

Impairment

-

(4,047)

(556,205)

(560,252)

Foreign exchange movements

58,327

74,407

407,801

540,535

At 30 December 2022

919,524

487,373

2,265,824

3,672,721

Carrying amount

At 30 December 2022

23,742

-

384,220

407,962

At 30 December 2021

253,284

(3,391)

218,499

468,392



 

Negative goodwill

2022
£

At 31 December 2021

(11,487,220)

Recognised in profit or loss

6,564,126

At 30 December 2022

(4,923,094)

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

15

Tangible assets

Group

Land and buildings
£

Construction in progress and machinery under assembly
 £

Furniture, fittings and equipment
£

Plant and machinery
£

Cost or valuation

At 31 December 2021

2,510,370

465,057

23,992

39,141,614

Revaluations

-

-

-

(3,755)

Additions

11,666

3,036

-

508,479

Acquired through business combinations

(9,443)

-

-

-

Disposals

(65,887)

(155,799)

-

(4,345,148)

Transfers

9,013

(209,322)

(212)

200,309

Foreign exchange movements

235,484

15,478

4,060

2,680,235

At 30 December 2022

2,691,203

118,450

27,840

38,181,734

Depreciation

At 31 December 2021

1,196,248

122,040

20,144

33,214,078

Charge for the year

217,628

-

-

1,840,704

Eliminated on disposal

(327,829)

-

-

(4,325,770)

Impairment

(464,272)

(145,645)

-

77,172

Transfers

8,112

-

(212)

(8,112)

Foreign exchange movements

11,359

23,605

4,060

2,304,596

At 30 December 2022

641,246

-

23,992

33,102,668

Carrying amount

At 30 December 2022

2,049,957

118,450

3,848

5,079,066

At 30 December 2021

1,594,339

343,017

3,848

5,927,536

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

Office equipment
£

Motor vehicles
 £

Total
£

Cost or valuation

At 31 December 2021

612,454

1,404,081

44,157,568

Revaluations

-

-

(3,755)

Additions

54,935

-

578,116

Acquired through business combinations

-

-

(9,443)

Disposals

-

(522,147)

(5,088,981)

Transfers

212

-

-

Foreign exchange movements

105,185

(16,147)

3,024,295

At 30 December 2022

772,786

865,787

42,657,800

Depreciation

At 31 December 2021

566,330

1,293,944

36,412,784

Charge for the year

19,514

19,087

2,096,933

Eliminated on disposal

-

(450,763)

(5,104,362)

Impairment

-

-

(532,745)

Transfers

212

-

-

Foreign exchange movements

47,964

(15,346)

2,376,238

At 30 December 2022

634,020

846,922

35,248,848

Carrying amount

At 30 December 2022

138,766

18,865

7,408,952

At 30 December 2021

46,124

110,137

8,025,001

Included within the net book value of land and buildings above is £2,049,957 (2021 - £1,594,339) in respect of short leasehold land and buildings.
 

Tangible fixed assets with a carrying amount of £1,376,072 (2021 - £1,838,021) have been pledged as security for invoice discounting of the group by way of a fixed charge.

Assets held under finance leases and hire purchase contracts

The net carrying amount of tangible assets includes the following amounts in respect of assets held under finance leases and hire purchase contracts:

2022
£

Unaudited 2021
£

Motor Vehicles

-

214,291

   
 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

Company

The company had no tangible assets at 30 December 2022 (2021 - £nil).

16

Investments

Company

2022
£

Unaudited 2021
£

Investments in subsidiaries

358,790

358,790

Subsidiaries

£

Cost or valuation

At 31 December 2021

358,791

Provision

At 31 December 2021

1

Carrying amount

At 30 December 2022

358,790

At 30 December 2021

358,790

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:

Entities marked with * are controlled indirectly by Harrison Commons Holdings Limited.

Undertaking

Registered office

Holding

Proportion of voting rights and shares held

     

2022

2021

Subsidiary undertakings

Closure Solutions Holdings LLC

Delaware

USA

Ordinary

100%

100%

Closure Solutions International Latin American Holding Corporation

British Virgin Islands

Ordinary

100%

100%

Oxford Packaging Solutions Limited

54 Portland Place, London, England, W1B 1DY

England

Ordinary

100%

100%

Closure Systems International (Brazil) Sistemas de Vedacao Ltda*

Brazil

Ordinary

99%

99%

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

Undertaking

Registered office

Holding

Proportion of voting rights and shares held

Alusud Embalajes Colombia Ltda*

Colombia

Ordinary

99%

99%

Closure Systems International (Colombia Trade) S.A.S*

Colombia

Ordinary

99%

99%

Alusud Peru S.A*

Peru

Ordinary

99%

99%

Alusud Embalajes Chile Ltda*

Chile

Ordinary

99%

99%

Alusud Argentina S.R.L*

Argentina

Ordinary

99%

99%

Subsidiary undertakings

17

Stocks

 

Group

Company

2022
£

Unaudited 2021
£

2022
£

Unaudited 2021
£

Raw materials and consumables

4,282,805

1,520,047

-

-

Finished goods and goods for resale

1,363,185

809,809

-

-

Other inventories

349,517

1,906,135

-

-

5,995,507

4,235,991

-

-

There is no significant difference between the replacement cost of the inventory and its carrying amount.

Inventories are stated after provisions for impairment of £71,064 (2021 - £77,184).

The carrying amount of stocks pledged as security for liabilities amounted to £880,964 (2021 - £638,702).

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

18

Debtors

   

Group

Company

Current

Note

2022
£

Unaudited 2021
£

2022
£

Unaudited 2021
£

Trade debtors

 

11,553,263

9,706,080

-

-

Amounts owed by related parties

29

-

-

-

50,000

Other debtors

 

4,366,251

3,193,207

-

-

Prepayments

 

1,144,614

889,226

-

-

Deferred tax assets

13

42,724

26,690

-

-

Income tax asset

 

664,450

449,957

-

-

   

17,771,302

14,265,160

-

50,000

   

Group

Company

Non-current

Note

2022
£

Unaudited 2021
£

2022
£

Unaudited 2021
£

Trade debtors

 

2,297,462

-

-

-

Amounts owed by related parties

29

-

-

-

31,400

Other debtors

 

1,817,526

525,126

-

-

   

4,114,988

525,126

-

31,400

Trade debtors are stated after provisions for impairment of £24,662 (2021 - £275,737).

The carrying amount of trade debtors pledged as security for liabilities amounted to £1,431,938 (2021 - £1,303,163).

19

Current asset investments

 

Group

Company

2022
£

Unaudited 2021
£

2022
£

Unaudited 2021
£

Other investments

17,223

-

-

-

20

Cash and cash equivalents

 

Group

Company

2022
£

Unaudited 2021
£

2022
£

Unaudited 2021
£

Cash at bank

2,090,058

3,897,450

38,375

3,153

Bank overdrafts

-

(85)

-

-

Cash and cash equivalents in statement of cash flows

2,090,058

3,897,365

38,375

3,153

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

21

Creditors

   

Group

Company

Note

2022
£

(As restated)

Unaudited 2021
£

2022
£

(As restated)

Unaudited 2021
£

Due within one year

 

Loans and borrowings

26

-

1,072,952

-

-

Trade creditors

 

12,164,905

6,633,290

-

-

Amounts due to related parties

29

150,000

200,000

508,790

558,790

Social security and other taxes

 

124,068

142,134

-

-

Other creditors

 

2,250,603

1,184,270

885

-

Accruals

 

259,983

1,532,747

22,151

5,151

Corporation tax liability

13

351,577

-

-

-

 

15,301,136

10,765,393

531,826

563,941

Due after one year

 

Loans and borrowings

26

617,838

-

-

-

Other non-current financial liabilities

 

125,083

501,000

-

-

 

742,921

501,000

-

-

22

Provisions for liabilities

Group

Legal proceedings
£

Deferred tax
£

Other provisions
£

Total
£

At 31 December 2021

849,624

911,620

390,000

2,151,244

Additional provisions

70,483

-

-

70,483

Increase (decrease) in existing provisions

-

(203,520)

5,097

(198,423)

At 30 December 2022

920,107

708,100

395,097

2,023,304

Legal proceedings - This provision relates to the recognision of the expected outcome of ongoing legal proceedings at the year end.

Deferred tax - This provision recognises the tax that may become payable in the future and arises due to differences between the group’s taxable profits and its accounting profits

Other provisions - This balances relates to dilapidation provisions, being the recognition of the expected cost to bring a rented property back to the condition at the end of a lease.

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

Company

The company did not recognise any provisions in the year (2021 - £nil).

23

Pension and other schemes

Defined contribution pension scheme

The group operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the group to the scheme and amounted to £132,880 (2021 - £41,511).

Defined benefit pension schemes

PET Technologies Limited Pension Scheme

The Group operates a Defined Benefit Scheme for its employees.

The Pension Scheme is funded by the payment of contributions to separately administered trust funds.

The Group made regular contributions of £41,667 each month between 1 January 2022 and 31 December 2022 and also paid an additional contribution of £87,498 (2021: £174,996).

On 31 December 2018, the Scheme closed to the future accrual of benefits.

The date of the most recent comprehensive actuarial valuation was 31 December 2022. The most recent independent actuarial valuation as at 31 December 2022 showed that the market value of the Pension Scheme assets was £6.35m (2021-£10.99m). The Pension Scheme was valued in accordance with the projected unit method.

Reconciliation of scheme assets and liabilities to assets and liabilities recognised

The amounts recognised in the balance sheet are as follows:

2022
£

Unaudited 2021
£

Fair value of scheme assets

6,350,000

10,992,000

Present value of defined benefit obligation

(10,088,000)

(17,576,000)

Defined benefit pension scheme deficit

(3,738,000)

(6,584,000)

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

Defined benefit obligation

Changes in the defined benefit obligation are as follows:

2022
£

Present value at start of year

17,576,000

Interest cost

330,000

Actuarial gains and losses

(8,447,000)

Benefits paid

(442,000)

Liabilities extinguished on settlements

1,071,000

Present value at end of year

10,088,000

Fair value of scheme assets

Changes in the fair value of scheme assets are as follows:

2022
£

Fair value at start of year

10,992,000

Interest income

209,000

Return on plan assets, excluding amounts included in interest income/(expense)

(4,872,000)

Employer contributions

587,000

Benefits paid

(442,000)

Assets distributed on settlements

(124,000)

Fair value at end of year

6,350,000

Analysis of assets

The major categories of scheme assets are as follows:

2022
£

Unaudited 2021
£

Other

133,000

156,000

Bonds

2,741,000

5,371,000

Gifts

3,476,000

5,465,000

6,350,000

10,992,000

The pension scheme has not invested in any of the group's own financial instruments or in properties or other assets used by the group.

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

Principal actuarial assumptions

The principal actuarial assumptions at the balance sheet date are as follows:

2022
%

Unaudited 2021
%

Mortality rate

1.00

1.00

Discount rate

4.90

1.90

Future salary increases

2.60

2.80

Future pension increases

3.50

3.70

Inflation

2.60

2.80

24

Share capital

Allotted, called up and fully paid shares

2022

Unaudited 2021

No.

£

No.

£

Ordinary shares of £1 each

5,716,278

5,716,278

5,716,278

5,716,278

       

25

Reserves

Group

Share Capital

This reserve reflects the nominal value of share capital issued by the group.

Profit and loss account

This reserve reflects the accumulated profits and losses net of any distributions to shareholders for the group.

Minority interest

This reserve reflects the accumulated profits and losses attributable to non-controlling interests of the group

Foreign currency translation reserve

This reserve reflects the gains or losses resulting fro the conversion of the financial statements of a foreign subsiuary.

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

The changes to each component of equity resulting from items of other comprehensive income for the current year were as follows:

Foreign currency translation
£

Other reserves
£

Retained earnings
£

Total
£

Foreign currency translation gains/losses

994,739

-

(681,974)

312,765

Remeasurement gain/loss on defined benefit pension schemes

-

-

2,504,000

2,504,000

Reserves transfer

-

(16,019)

16,019

-

994,739

(16,019)

1,838,045

2,816,765

The changes to each component of equity resulting from items of other comprehensive income for the prior period were as follows:

Foreign currency translation
£

Retained earnings
£

Total
£

Foreign currency translation gains/losses

(896,713)

-

(896,713)

Remeasurement gain/loss on defined benefit pension schemes

-

1,104,000

1,104,000

(896,713)

1,104,000

207,287

Company

Share Capital

This reserve reflects the nominal value of share capital issued by the company.

Profit and loss account

This reserve reflects the accumulated profits and losses net of any distributions to shareholders for the group or company.

26

Loans and borrowings

Non-current loans and borrowings

 

Group

Company

2022
£

Unaudited 2021
£

2022
£

Unaudited 2021
£

Other borrowings

617,838

-

-

-

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

Current loans and borrowings

 

Group

Company

2022
£

Unaudited 2021
£

2022
£

Unaudited 2021
£

Bank overdrafts

-

85

-

-

Hire purchase contracts

-

1,072,867

-

-

-

1,072,952

-

-

27

Obligations under leases and hire purchase contracts

Group

Finance leases

The total of future minimum lease payments is as follows:

2022
£

Unaudited 2021
£

Not later than one year

-

214,291

Operating leases

The total of future minimum lease payments is as follows:

2022
£

Unaudited 2021
£

Not later than one year

730,222

691,491

Later than one year and not later than five years

2,424,764

2,531,534

Later than five years

2,300,000

2,900,000

5,454,986

6,123,025

The amount of non-cancellable operating lease payments recognised as an expense during the year was £698,474 (2021 - £502,215).

28

Commitments

Group

Capital commitments

The total amount contracted for but not provided in the financial statements was £Nil (2021 - £Nil).

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

Pension commitments

Commitments provided for in the accounts amounted to £47,974 (2021 - £367). Commitments not provided for in the accounts amounted to £Nil (2021 - £Nil).£Nil relates to pension commitments related to pensions payable to past directors (2021 - £Nil).

29

Related party transactions

Group

Loans from related parties

2022

Key management
£

Total
£

At start of period

200,000

200,000

Advanced

50,000

50,000

Repaid

(100,000)

(100,000)

At end of period

150,000

150,000

2021

Key management
£

Total
£

At start of period

600,000

600,000

Advanced

200,000

200,000

Repaid

(600,000)

(600,000)

At end of period

200,000

200,000

Terms of loans from related parties

Loans from related parties are unsecured, interest free and are repayable on demand.
 

Company

Loans to related parties

2022

Subsidiary
£

Total
£

At start of period

81,400

81,400

Advanced

310,600

310,600

Impairment

(392,000)

(392,000)

At end of period

-

-

2021

Subsidiary
£

Total
£

At start of period

31,400

31,400

Advanced

50,000

50,000

At end of period

81,400

81,400

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

Terms of loans to related parties

Loans to related parties are unsecured, interest free and are repayable on demand.
 

Loans from related parties

2022

Subsidiary
£

Key management
£

Total
£

At start of period

358,790

200,000

558,790

Advanced

-

50,000

50,000

Repaid

-

(100,000)

(100,000)

At end of period

358,790

150,000

508,790

2021

Subsidiary
£

Key management
£

Total
£

At start of period

-

600,000

600,000

Advanced

358,790

200,000

558,790

Repaid

-

(600,000)

(600,000)

At end of period

358,790

200,000

558,790

Terms of loans from related parties

Loans from related parties are unsecured, interest free and are repayable on demand.
 
 

30

Financial instruments

Group

Categorisation of financial instruments

30 December 2022
 £

30 December 2021
 £

Financial assets measured at fair value through profit or loss

2,090,058

3,897,450

Financial assets that are debt instruments measured at amortised cost

19,970,669

13,393,013

Financial liabilities measured at amortised cost

(15,117,479)

(9,591,512)

 

Harrison Commons Holdings Limited

Notes to the Financial Statements for the Year Ended 30 December 2022

31

Non adjusting events after the financial period

After the balance sheet date, on the 4 March 2024 Oxford Packaging Solutions Limited, a subsidiary of Harrison Commons Holdings Limited, entered into a Company Voluntary Arrangement and filed for insolvency.

On 13 September 2023 Alusud Peru S.A, a subsidiary of Harrison Commons Holdings Limited, was sold.