The directors present the strategic report for the year ended 31 December 2023.
In 2023 several key events and conditions influenced the prices and consumption of petrochemical products globally.
The oil and gas market in 2023 saw significant impacts from geopolitical events, notably Russia’s invasion of Ukraine which continued to influence the global oil and gas supply dynamics, pushing OPEC to agree on production oil cuts throughout the year. In response to these cuts, oil and gas prices experienced volatility but generally trended lower from previous highs. Lower oil and gas prices had a notable impact on the petrochemical industry, particularly affecting the prices of its derivatives. In addition, the Israel Palestine conflict impacted the shipping world in both cost and time as vessels were re-routed away from the Middle East to move cargo from one continent to another safely, which created further challenges and opportunities for the business.
In Europe we have seen the reduction in consumer spending. The ongoing impact of high inflation rates eroded the real disposable income, making it harder for consumers to maintain their previous level of spending. This inflationary pressure was compounded by high energy costs and general economic uncertainty. High interest rates affected the affordability of loans and mortgages, which in turn discourage consumer spending particular on big-ticket items such as houses and cars, that usually require finance.
The above factors combined led to a slow growth of the European economy in 2023.
The global economic conditions have also seen the price of the petrochemical products reduced in comparison to 2022.
With a diverse product portfolio, Opes caters for various market needs and insulates itself from downturns in any single market segment.
Opes’s well established global distribution network ensures timely and reliable delivery of petrochemical products. This reliability alongside excellent customer services helped to maintain customer loyalty and prevent market share erosion during the period of uncertainty seen in 2023. Opes's focus on responsive and efficient customer service, and strong relationships with its customers to ensure high customer satisfaction and loyalty, was vital in such market dynamics.
In a fluctuating market, where oil has such a direct impact on the trade, Opes has set a strategic pricing and cost structure to effectively manage the 2023 out turn.
Despite the challenges of the year, during 2023 Opes was able to retain the market share from 2022, trading the same volume as previously, showing a strong brand in the market, customer recognition of the service provided and strong alliances with key suppliers and other stakeholders.
Vision statement
Opes aims to become the most trusted strategic partner in the global monomer market by fostering enduring relationships. This goal is achieved by understanding and managing stakeholder expectations, sharing expertise, and consistently fulfilling our commitments. We are committed to upholding our core values—relationships, trust, entrepreneurial spirit, sustainability, quality, and positive solutions—which we believe are crucial for our business success.
Trading risks
Opes’s revenue model is deeply intertwined with its capacity to effectively balance demand and supply dynamics. The company’s success hinges on its robust network of suppliers, which enables it to consistently meet customer demand across a diverse array of petrochemicals products. By maintaining and utilising strong relationships with multiple suppliers, Opes ensures a steady supply chain that can adapt to fluctuating market conditions and customer needs, thereby supporting stable revenue generation.
Foreign currency risk
Opes’s business operations involve exposure to exchange rate risks due to its transactions in Dollars (USD), Euros (EUR) and Sterling (GBP). To manage this exposure and protect its profit margins from any market fluctuation, the company employs forward contracts when internal hedging options are not available. This strategy helps to stabilise financial outcomes by locking in exchange rates in advance, minimising the potential negative impact on the group’s financial performance.
Credit risk
To minimise credit risk associated with the credit terms offered to our customers, a non-cancellable limit credit insurance policy is maintained.
Liquidity risk and cash flow
The group diligently and continuously reviews its liquidity and cash flow to ensure adequate cash reserves are available for its operations. This includes regular stress testing of its financial models to maintain financial stability.
The group is actively pursuing further growth in both trading activities and profitability. This expansion strategy includes significant investments in high-quality personnel, implementing a new IT system, and securing additional capacity reservations for raw materials to support our diversified sales expansion.
For the upcoming year, Opes's strategic plan involves expanding its business in the USA, Middle East, and Asia. This expansion will strengthen existing customer and suppliers’ relationships and explore new market opportunities.
Additionally, the Board is committed to maintain high operational standards and excellent customer service. Efforts will be made to expand the product portfolio to increase the value proposition to its customers and to expand to new applications as well.
The following key performance indicators are used by the group to monitor its performance:
2023 2022
€ €
|
|
|
Gross Profit | 5,775,241 | 7,725,630 |
EBITDA | 1,659,020 | 4,079,159 |
Net Assets | 11,961,840 | 12,600,533 |
Customer Service
At the core of the business, exceptional customer service defines our operations. The group is committed to providing a high standard of service to every customer, believing that the strong relationships we've established distinguish us from our competitors. Despite the supply chain challenges that persisted through 2023 and continue to pose difficulties, we consistently evaluate our service through customer feedback and internal audits to ensure customer satisfaction. The results of our 2023 customer satisfaction survey affirm this commitment, with customers expressing high satisfaction, giving us an average score of 9 out of 10 for overall supplier performance.
Compliance
The group adheres to all relevant industry legislation and holds ISO 9001 and 14001 accreditations, underscoring its commitment to quality, environmental standards, and health and safety. These certifications represent the high standards the Board aims to meet, guiding the internal processes that ensure compliance with necessary regulations.
Health and safety in the office and during product handling are critical to our operations. The Senior Leadership Team has been dedicated to ensuring that all employees can work safely, whether remotely or on-site.
Corporate Social Responsibility
Opes is deeply committed to enhancing its social responsibility and sustainability efforts. The group actively integrates environmental, ethical, and health and safety policies into its daily operations to uphold these core values.
Opes continues to be a member of the EcoVadis Corporate Social Responsibility (CSR) Platform, which evaluates companies based on their CSR practices and awards them ratings. Opes proudly reached the platinum level in 2023.
Group's employees
Opes values its employees highly, recognising them as the cornerstone of the group's success. Their interests are a priority in the decision-making processes, reflecting the group's commitment to maintaining a supportive workplace. This approach underpins Opes reputation for customer service excellence, which relies heavily on the team's deep knowledge of products, customers, and markets, as well as their dedication and commitment. Opes fosters an environment of continuous engagement and communication, offering training, mentoring, and support to ensure that staff members are involved and consulted on management decisions.
Going concern
The financial statements have been prepared on a going concern basis. In making this assessment, the directors have prepared detailed trading and cashflow forecasts for the period to 31 December 2025. These have been flexed to consider the possible impact of a decrease in trading activities and mitigating actions that can be taken. The group has also increased its funding facilities. This, together with existing facilities, allow the directors to be confident in the business for the future.
The directors of the group, as those of all UK companies, must act in accordance with a set of general duties, as detailed in section 172 of the UK Companies Act 2006.
A director of a group must act in the way they consider, in good faith, would be most likely to promote the success of the group for the benefit of its shareholders as a whole and, in doing so have regard (amongst other matters) to:
The likely consequences of any decisions in the long term.
The interests of the group's employees.
The need to foster the group's business relationships with suppliers, customers, and others.
The impact of the group's operations on the community and environment.
The desirability of the group maintaining a reputation for high standards of business conduct; and
The need to act fairly between shareholders of the group.
Other details of how the directors fulfil their duties in each of the areas set out above are:
Consequences of decisions in the long term
Annually, the board conducts a review of the group's strategic direction, including plans for the upcoming year. Once the board approves these plans, they lay the groundwork for the financial budgets, resource allocations, and investment choices for the year ahead. In shaping these plans and future strategies, the board considers a range of factors including stakeholder interests, the long-term implications of their decisions, and the group's long-term reputation.
Furthermore, the board has established specific targets to ensure the group maintains an adequate level of financial resilience and liquidity. It routinely assesses the group's projected cash flows, funding needs, debt capacity, and financing alternatives to sustain its financial health.
Interests of the company's employees
The directors recognise the critical role that employees play in the long-term success of the group. To achieve this success, it is essential to manage employee performance effectively and support their personal development, while ensuring operations remain efficient and safe.
The directors regularly review and assess performance in these areas to ensure ongoing improvement and alignment with the group's goals.
Business relationships
The board consistently evaluates how the group fosters and maintains robust relationships with all its stakeholders.
Recognising the group's core focus on the chemical trading market, the board understands that relationships with manufacturers, end-product producers, financial institutions, and both local and international authorities are crucial to the group's operations.
The directors present their annual report and financial statements for the year ended 31 December 2023.
The results for the year are set out on page 10.
Ordinary dividends were paid amounting to €1,451,815. The directors do not recommend payment of a further dividend.
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
The auditor, Mercer & Hole LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
As the group has not consumed more than 40,000 kWh of energy in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.
We have audited the financial statements of Opes International Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
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's responsibilities for the audit of the financial statements section of our report. We are independent of the group and 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 financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and parent company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Other information
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept 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 directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the 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 directors either intend to liquidate the parent company or to cease operations, or have no realistic alternative but to do so.
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
We gained an understanding of the legal and regulatory framework applicable to the group and the industry in which it operates and considered the risk of acts by the group that were contrary to applicable laws and regulations, including fraud. These included, but were not limited to, the Companies Act 2006 and tax legislation.
We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements and the financial report (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate entries including journals to overstate revenue or understate expenditure and management bias in accounting estimates.
Audit procedures performed by the engagement team included:
discussions with management, including considerations of known or suspected instances of non- compliance with laws and regulations and fraud;
gaining an understanding of management's controls designed to prevent and detect irregularities; and
identifying and testing journal entries.
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non- compliance and cannot be expected to detect non-compliance with all laws and regulations.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was €810,962 (2022 - €2,913,558)
Opes International Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 43 De Tany Court, St Albans, Herts, AL11TX.
The group consists of Opes International Limited and all of its subsidiaries.
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in euros which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest €.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The consolidated group financial statements consist of the financial statements of the parent company Opes International Limited together with all entities controlled by the parent company (its subsidiaries).
All financial statements are made up to 31 December 2023. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.
The financial statements have been prepared on a going concern basis. In making this assessment, the directors have prepared detailed trading and cashflow forecasts for the period to 31 December 2025. These have been flexed to take into account the possible impact of a decrease in trading activities and mitigating actions that can be taken. The group has also increased its funding facilities. This, together with existing facilities, allow the directors to be very confident in the business for the future.
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on delivery of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.
Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.
In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.
Basic financial liabilities, including creditors and bank loans, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
The tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
The costs of short-term employee benefits are recognised as a liability and an expense.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the Black-Scholes model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
Transactions in currencies other than euros are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
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 where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
The average monthly number of persons (including directors) employed by the group and company during the year was:
Their aggregate remuneration comprised:
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 4 (2022 - 4).
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
Details of the company's subsidiaries at 31 December 2023 are as follows:
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
The deferred tax liability set out above is expected to reverse within 36 months and mainly relates to accelerated capital allowances that are expected to mature within the same period.
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
The Ordinary shares, A Ordinary shares and B Ordinary shares rank separately in respect of dividends and on a return of capital the shares are entitled to varying amounts dependent on the amount distributed. The B Ordinary shares carry no voting rights.
During the prior year options over 50 B ordinary shares of £0.10 each were granted to certain of the company's employees. The options can be exercised in tranches over a 4 year period at an exercise price of £0.10 per share. At the year end options over 20 of these shares had been exercised, half of which had been exercised in the prior year.
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
The remuneration of key management personnel is as follows.
Dividends totalling €1,451,815 (2022 - €363,148) were paid in the year in respect of shares held by the company's directors.
Included in creditors are balances owed to Mr N A Dudman of €533,036 (2022: €361,947), Ms D Almeida of €89,097 (2022: €51,839), Mrs H Watson of €41,257 (2022: €32,572) and Mr J James of €3,276 (2022: €4,556 was owed to the company by Mr J James and was included in debtors).
During the year dividends totaling €1,451,815 (2022 - €1,000,000) were credited as paid to directors' loan accounts.