Company registration number 04108585 (England and Wales)
FILIPPO BERIO UK LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
FILIPPO BERIO UK LIMITED
COMPANY INFORMATION
Directors
Mr W Zanre
Mr F Maccari
Y Zhao
Secretary
Mr W Zanre
Company number
04108585
Registered office
2 Leman Street
London
United Kingdom
E1W 9US
Auditor
Gravita Audit II Limited
Aldgate Tower
2 Leman Street
London
E1 8FA
Business address
Premiere House
Elstree Way
Borehamwood
Hertfordshire
WD6 1JH
Bankers
HSBC Bank
133 Regent Street
London
W1B 4HX
FILIPPO BERIO UK LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 7
Statement of comprehensive income
8
Statement of financial position
9
Statement of changes in equity
10
Statement of cash flows
11
Notes to the financial statements
12 - 24
FILIPPO BERIO UK LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -
The directors present the strategic report for the year ended 31 December 2023.
The purpose of this report is to inform members and help them to assess how the directors have performed their duty under s172 of the Companies Act 2006 to promote the success of the company.
Fair review of the business
Sales revenues increased by 10% year on year and volumes are down year on year by 20%.
As a result of the poor olive crop in Spain during the 2022/23 harvest, there has been a shortage of olive oil which has resulted in very significant price inflation. This has caused a substantial decline in consumption in the UK, but the inflation has given rise to an increase in turnover. We have endeavored to maintain our market share during this very difficult trading period.
Principal risks and uncertainties
The management of the business and the execution of our strategy are subject to several risks. The following section comprises a summary of the main risks which we believe could potentially impact upon our operating and financial performance.
Macroeconomic environment
There is significant inflation in the economy and particularly in the olive oil category due to a raw material shortage.
This has obliged us to significantly increase prices which may result in a further decline is sales volumes. Our strategy is to continue to support the brand during this period of inflation with the objective of maintaining market share.
Commodity price risk
The company is exposed to fluctuations in raw material prices. These prices are constantly monitored to reduce the
impact of such risk and if necessary, these increased costs are passed onto customers.
Competition/Customers
Our continued investment in advertising support for the brand is targeted to help us retain our key customers. The
company continues to closely monitor competitors and changes in the UK grocery market.
Technology
Having devised and operated successful technological solutions required for our trading activities, we are constantly investigating improvements in these areas. During 2023 we have successfully implemented new software to improve the management of our business, and this will continue in 2024.
Legal
The company is subject to varying UK and EEC legal and compliance regulations. The company takes its responsibilities seriously and ensures that its policies, systems, and procedures are continually updated and comply with the legal requirements in all the sectors in which we operate.
FILIPPO BERIO UK LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
Other performance indicators
2023
2022
Revenue
70,424,406
64,134,136
Cost of sales
63,153,752
56,813,124
Gross Profit as a percentage of revenue (%)
10
11
Number of employees
15
15
Employees (average)
15
15
S172 Statement
We continue to make significant investments in marketing to promote our brand and the continued success of the company.
The investment in marketing has strengthened our brand equity and raised awareness with consumers, which protects our stakeholder’s long-term interests.
We have invested in new software to improve the running of the business. This will provide more detailed and punctual information to our management and stakeholders.
In the medium and long term this investment will make the business more efficient and deliver the regular management information our stakeholders require.
We have invested in specific training to help develop our employee’s skills to assist them in being better able to execute their functions.
The Company adopts a policy of transparency with all suppliers, customers, and other business contacts. This results in excellent working relationships and a long-term association.
The Company takes very seriously its role impact on society and endeavors to support the local community. At all times we comply with all regulations relating to product safety and environmental impact. There is an ongoing program of work, evaluating how to reduce our environmental impact.
At all times, the Company and its representatives conduct business in a transparent and ethical manner to ensure we maintain the highest standards of business conduct.
The Company is an equal opportunities employer, does not tolerate any discrimination in the workplace and treats all its employees equally and fairly.
Mr W Zanre
Director
15 April 2024
FILIPPO BERIO UK LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -
The directors present their annual report and financial statements for the year ended 31 December 2023.
Principal activities
The principal activity of the company is the import and distribution of olive oil.
Results and dividends
The results for the year are set out on page 8.
Ordinary dividends were paid amounting to £2,200,000. The directors do not recommend payment of a final dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mr W Zanre
Mr F Maccari
Y Zhao
Financial instruments
Foreign currency risk
The company has no operations outside the UK but it buys most goods from Europe so prices are determinate on the Euro exchange rate. As a result the value of the company's assets and liabilities can be affected by movements between Sterling and the Euro.
Credit risk
The risk of financial loss due to third parties failing to honour their obligations arises principally where the company sells goods to customers. The company has implemented policies to minimise such losses, and they require that terms are only granted to customers who meet the internal requirements for having suitable payment history and adequate creditworthiness.
Future developments
The directors aim to maintain the management policies which have resulted in the company's growth in sales volumes in recent years.
Auditor
In accordance with the company's articles, a resolution proposing that Gravita Audit II Limited be reappointed as auditor of the company will be put at a General Meeting.
Energy and carbon report
As the company 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.
FILIPPO BERIO UK LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 4 -
Statement of directors' responsibilities
The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
On behalf of the board
Mr W Zanre
Director
15 April 2024
FILIPPO BERIO UK LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF FILIPPO BERIO UK LIMITED
- 5 -
Opinion
We have audited the financial statements of Filippo Berio UK Limited for the year ended 31 December 2023 which comprise the Statement of Comprehensive Income, the Statement Of Financial Position, the Statement of Changes in Equity, the Statement of Cash Flows 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 FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 December 2023 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
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 below. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
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.
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in this report, we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether 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.
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.
FILIPPO BERIO UK LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF FILIPPO BERIO UK LIMITED
- 6 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report and the Directors' Report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an 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 ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations. The laws and regulations applicable to the company were identified through discussions with directors and other management, and from our commercial knowledge and experience of the retail distribution of olive oil. Of these laws and regulations, we focused on those that we considered may have a direct material effect on the financial statements or the operations of the company, including The Groceries Supply Code of Practice, Packaging Waste Act 1997, The Food Safety Act 1990, Companies Act 2006, taxation legislation, data protection, anti-bribery, anti-money-laundering, employment, environmental and health and safety legislation. The extent of compliance with these laws and regulations identified above was assessed through making enquiries of management and inspecting legal correspondence. The identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.
We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud;
considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations; and
understanding the design of the company’s remuneration policies.
To address the risk of fraud through management bias and override of controls, we:
performed analytical procedures to identify any unusual or unexpected relationships;
use of data analytics to test journal entries to identify unusual transactions;
assessed whether judgements and assumptions made in determining the accounting estimates set out in note 2 were indicative of potential bias; and
investigated the rationale behind significant or unusual transactions.
FILIPPO BERIO UK LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF FILIPPO BERIO UK LIMITED
- 7 -
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
agreeing financial statement disclosures to underlying supporting documentation;
reading the minutes of meetings of those charged with governance;
enquiring of management as to actual and potential litigation and claims; and
reviewing correspondence with HMRC, relevant regulators, the company’s legal advisors and BRGS, a global brand and consumer protection scheme.
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the 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 involve deliberate concealment or collusion.
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.
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.
Peter Winter FCA, FCCA
Senior Statutory Auditor
For and on behalf of Gravita Audit II Limited
Chartered Accountants
Statutory Auditor
Aldgate Tower
2 Leman Street
London
E1 8FA
FILIPPO BERIO UK LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
- 8 -
2023
2022
Notes
£
£
Revenue
3
70,424,406
64,134,136
Cost of sales
(63,153,752)
(56,813,124)
Gross profit
7,270,654
7,321,012
Distribution costs
(1,002,429)
(1,126,745)
Administrative expenses
(2,925,274)
(2,636,936)
Operating profit
4
3,342,951
3,557,331
Investment income
8
2,139
3,858
Finance costs
9
(386,930)
(141,837)
Profit before taxation
2,958,160
3,419,352
Tax on profit
10
(692,688)
(658,190)
Profit for the financial year
2,265,472
2,761,162
The income statement has been prepared on the basis that all operations are continuing operations.
FILIPPO BERIO UK LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2023
31 December 2023
- 9 -
2023
2022
Notes
£
£
£
£
Non-current assets
Property, plant and equipment
12
19,034
37,136
Current assets
Inventories
13
6,318,807
8,011,736
Trade and other receivables
14
11,590,612
11,130,439
Cash and cash equivalents
3,552,615
569,665
21,462,034
19,711,840
Current liabilities
15
(15,674,512)
(14,007,892)
Net current assets
5,787,522
5,703,948
Total assets less current liabilities
5,806,556
5,741,084
Provisions for liabilities
Deferred tax liability
16
3,646
3,646
(3,646)
(3,646)
Net assets
5,802,910
5,737,438
Equity
Called up share capital
18
30,000
30,000
Retained earnings
19
5,772,910
5,707,438
Total equity
5,802,910
5,737,438
The financial statements were approved by the board of directors and authorised for issue on 15 April 2024 and are signed on its behalf by:
Mr W Zanre
Director
Company registration number 04108585 (England and Wales)
FILIPPO BERIO UK LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 10 -
Share capital
Retained earnings
Total
Notes
£
£
£
Balance at 1 January 2022
30,000
4,115,450
4,145,450
Year ended 31 December 2022:
Profit and total comprehensive income
-
2,761,162
2,761,162
Dividends
11
-
(1,169,174)
(1,169,174)
Balance at 31 December 2022
30,000
5,707,438
5,737,438
Year ended 31 December 2023:
Profit and total comprehensive income
-
2,265,472
2,265,472
Dividends
11
-
(2,200,000)
(2,200,000)
Balance at 31 December 2023
30,000
5,772,910
5,802,910
FILIPPO BERIO UK LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 11 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
23
6,320,931
923,010
Interest paid
(386,930)
(141,837)
Income taxes paid
(753,190)
(322,000)
Net cash inflow from operating activities
5,180,811
459,173
Investing activities
Purchase of property, plant and equipment
(28,528)
Interest received
2,139
3,858
Net cash generated from/(used in) investing activities
2,139
(24,670)
Financing activities
Dividends paid
(2,200,000)
(1,169,174)
Net cash used in financing activities
(2,200,000)
(1,169,174)
Net increase/(decrease) in cash and cash equivalents
2,982,950
(734,671)
Cash and cash equivalents at beginning of year
569,665
1,304,336
Cash and cash equivalents at end of year
3,552,615
569,665
FILIPPO BERIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 12 -
1
Accounting policies
Company information
Filippo Berio UK Limited is a private company limited by shares incorporated and domiciled in England and Wales. The company's principal place of business is Premiere House, Elstree Way, Borehamwood, Hertfordshire, WD6 1JH.
The principal activity of the company is the import and distribution of olive oil.
1.1
Accounting convention
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 sterling, 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.
1.2
Going concern
Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Revenue
Turnover represents amounts receivable for goods net of VAT and trade discounts.
Turnover on the sale of goods is recognised when the risks and rewards of ownership are substantially transferred to the customer. Typically this is when the goods are dispatched.
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 dispatch 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.
1.4
Property, plant and equipment
Property, plant and equipment are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Land and buildings Leasehold
33.33% straight line
Plant and machinery
33.33% straight line
Fixtures, fittings & equipment
25% straight line
Motor vehicles
25% reducing balance
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 credited or charged to profit or loss.
FILIPPO BERIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 13 -
1.5
Impairment of non-current assets
At each reporting period end date, the company reviews the carrying amounts of its tangible 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.
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.
1.6
Inventories
Inventories are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of inventories over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
1.7
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand.
1.8
Financial instruments
The company 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 company's statement of financial position when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include trade and other receivables 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.
FILIPPO BERIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 14 -
Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Trade receivables and other receivables that have fixed or determinable payments that are not quoted in an active market are classified as 'loans and receivables'. Loans and receivables are measured at amortised cost using the effective interest method, less any impairment.
Interest is recognised by applying the effective interest rate, except for short-term receivables when the recognition of interest would be immaterial. The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating the interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the debt instrument to the net carrying amount on initial recognition.
Impairment of financial assets
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.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company 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.
Classification of financial liabilities
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 company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including trade and other payables and loans from fellow group companies, 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 payables 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 payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
FILIPPO BERIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 15 -
Other financial liabilities
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 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 company after deducting all of its liabilities.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
1.9
Equity instruments
Equity instruments issued by the company 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 company.
1.10
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement 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 company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred taxation is provided in full in respect of taxation by timing differences between the treatment of certain items for taxation and accounting purposes. The deferred tax balance has not been discounted.
1.11
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or non-current assets.
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.
1.12
Retirement benefits
The company operates a defined contribution scheme for the benefit of its employees. Contributions payable are charged to the profit and loss account in the period they are payable.
FILIPPO BERIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 16 -
1.13
Leases
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 leases asset are consumed.
1.14
Foreign exchange
Transactions in currencies other than pounds sterling 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.
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised, 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
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Promotional accruals
Accruals are accounted for using carefully considered sales. Inevitably, there is an element of judgement, however, the directors aim to achieve a fair balance to be presented in the financial statements.
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Depreciation
Depreciation is an estimation of the value of the assets which are being utilised within the company. These are calculated using set percentages which the directors have agreed are appropriate.
Stock Provision
The directors consider the value of the stock provision to be appropriate. They are able to draw on many years of experience when arriving at the value.
Provision for Bad and Doubtful Debts
Trade debtors are reviewed and any bad debts are written off when it is apparent that the debtor is not recoverable. This directors consider this to be appropriate, given the nature of the trade debtors.
FILIPPO BERIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 17 -
3
Revenue
An analysis of the company's revenue is as follows:
2023
2022
£
£
Turnover
Sale of goods
69,925,596
63,698,957
Commissions receivable
498,810
435,179
70,424,406
64,134,136
Revenue analysed by geographical market
2023
2022
£
£
United Kingdom
70,424,406
64,134,136
4
Operating profit
2023
2022
Operating profit for the year is stated after charging:
£
£
Exchange losses
84,196
18,658
Depreciation of owned property, plant and equipment
18,102
11,931
Operating lease charges
134,543
54,593
5
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
65,000
48,500
6
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2023
2022
Number
Number
Administration
5
5
Sales and marketing
10
10
Total
15
15
FILIPPO BERIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
6
Employees
(Continued)
- 18 -
Their aggregate remuneration comprised:
2023
2022
£
£
Wages and salaries
1,382,476
1,206,327
Social security costs
151,027
146,929
Pension costs
37,400
36,671
1,570,903
1,389,927
7
Directors' remuneration
2023
2022
£
£
Remuneration for qualifying services
372,709
351,403
Remuneration disclosed above include the following amounts paid to the highest paid director:
2023
2022
£
£
Remuneration for qualifying services
372,709
351,403
8
Investment income
2023
2022
£
£
Interest income
Interest on bank deposits
2,139
3,858
2023
2022
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
2,139
3,858
9
Finance costs
2023
2022
£
£
Interest on financial liabilities measured at amortised cost:
Interest payable to group undertakings
386,930
141,837
FILIPPO BERIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 19 -
10
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
692,688
658,190
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:
2023
2022
£
£
Profit before taxation
2,958,160
3,419,352
Expected tax charge based on the standard rate of corporation tax in the UK of 23.52% (2022: 19.00%)
695,759
649,677
Tax effect of expenses that are not deductible in determining taxable profit
5,506
6,246
Change in unrecognised deferred tax assets
(11,785)
Depreciation on assets not qualifying for tax allowances
2,494
2,267
Remeasurement in deferred tax for changes in tax rates
714
Taxation charge for the year
692,688
658,190
Factors affecting tax charges in future years
Following the Budget announcement on 3 March 2021 the UK Corporation Tax rate (from 1 April 2023) will be 25% (for companies with profits over £250,000) and continue to be 19% (for companies with profits of £50,000 or less). Companies with profits between £50,000 and £250,000 will pay tax at the main rate reduced by a marginal relief providing a gradual increase in the effective Corporation Tax rate. The tax rate change was enacted in Finance Act 2021 on 24 May 2021.
11
Dividends
2023
2022
£
£
Interim paid
2,200,000
1,169,174
The interim dividend paid by the company during the year amounted to £73.33 per share (2022: £38.97 per share) .
FILIPPO BERIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 20 -
12
Property, plant and equipment
Land and buildings Leasehold
Plant and machinery
Fixtures, fittings & equipment
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 January 2023 and 31 December 2023
44,760
92,878
75,550
28,528
241,716
Depreciation and impairment
At 1 January 2023
40,720
90,527
72,541
792
204,580
Depreciation charged in the year
3,232
2,351
3,009
9,510
18,102
At 31 December 2023
43,952
92,878
75,550
10,302
222,682
Carrying amount
At 31 December 2023
808
18,226
19,034
At 31 December 2022
4,040
2,351
3,009
27,736
37,136
13
Inventories
2023
2022
£
£
Finished goods and goods for resale
6,318,807
8,011,736
14
Trade and other receivables
2023
2022
Amounts falling due within one year:
£
£
Trade receivables
11,254,008
10,388,530
Other receivables
169,087
561,808
Prepayments and accrued income
167,517
180,101
11,590,612
11,130,439
15
Current liabilities
2023
2022
£
£
Trade payables
2,273,860
1,805,700
Amounts owed to group undertakings
8,743,881
7,070,637
Corporation tax
456,708
517,210
Other taxation and social security
36,609
37,679
Other payables
184,039
529,299
Accruals and deferred income
3,979,415
4,047,367
15,674,512
14,007,892
FILIPPO BERIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
15
Current liabilities
(Continued)
- 21 -
Amounts due to group undertakings are unsecured, interest free, have no fixed date of repayment and are repayable on demand. Therefore, the company presents this balance as current.
16
Deferred taxation
Deferred tax assets and liabilities are offset where the company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:
Liabilities
Liabilities
2023
2022
Balances:
£
£
Timing differences
3,646
3,646
There were no deferred tax movements in the year.
The deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.
17
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
37,400
36,671
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.
18
Share capital
2023
2022
£
£
Ordinary share capital
Authorised
30,000 Ordinary shares of £1 each
30,000
30,000
Issued and fully paid
30,000 Ordinary shares of £1 each
30,000
30,000
19
Retained earnings
Includes all current and prior period profits and losses.
FILIPPO BERIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 22 -
20
Operating lease commitments
Lessee
At 31 December 2023 the company was committed to making the following payments under non-cancellable operating leases within the following time periods:
2023
2022
£
£
Within one year
104,986
78,475
Between two and five years
301,152
332,950
In over five years
66,000
154,000
472,138
565,425
FILIPPO BERIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 23 -
21
Related party transactions
Remuneration of key management personnel
The remuneration of key management personnel is as follows.
2023
2022
£
£
Aggregate compensation
372,709
351,403
Other information
The company has taken advantage of the exemption available in accordance with Section 33 of FRS 102 'Related Party Disclosures' not to disclose transactions entered into between two or more members of a group, as the company is a wholly owned subsidiary undertaking of the group to which it is party to the transactions.
22
Ultimate controlling party
The company is controlled by Salov Spa, a company incorporated in Italy.
The accounts for the parent company undertaking can be obtained from:
Salov Spa
Sede legale in Lucca
Direzione e Stabilimento
Via Montramito, 1600
55040 Massarosa
Italy.
The ultimate parent undertaking is Bright Food (Group) Co. Limited, a company incorporated in the People's Republic of China.
The accounts of Bright Food (Group) Co. Limited are the largest group in which the results of the Company are consolidated. These accounts are not publically available.
The accounts of Salov Spa, are the smallest group in which the results of the Company are consolidated. These accounts are not publically available.
FILIPPO BERIO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 24 -
23
Cash generated from operations
2023
2022
£
£
Profit for the year after tax
2,265,472
2,761,162
Adjustments for:
Taxation charged
692,688
658,190
Finance costs
386,930
141,837
Investment income
(2,139)
(3,858)
Depreciation and impairment of property, plant and equipment
18,102
11,931
Movements in working capital:
Decrease/(increase) in inventories
1,692,929
(2,668,367)
(Increase)/decrease in trade and other receivables
(460,173)
113,027
Increase/(decrease) in trade and other payables
1,727,122
(90,912)
Cash generated from operations
6,320,931
923,010
24
Analysis of changes in net funds
1 January 2023
Cash flows
31 December 2023
£
£
£
Cash at bank and in hand
569,665
2,982,950
3,552,615
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