Company Registration No. 06976867 (England and Wales)
COREFRESH LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
COREFRESH LIMITED
COMPANY INFORMATION
Director
Mr Andrew Beale
Company number
06976867
Registered office
Grovedell House
15 Knightswick Road
Canvey Island
Essex
SS8 9PA
Auditor
Rowland Hall
Grovedell House
15 Knightswick Road
Canvey Island
Essex
SS8 9PA
Business address
Fort Bridgewood
Maidstone Road
Rochester
Kent
ME1 3DQ
COREFRESH LIMITED
CONTENTS
Page
Strategic report
1
Director's report
2
Director's responsibilities statement
3
Independent auditor's report
4 - 6
Statement of income and retained earnings
7
Statement of changes in equity
8
Balance sheet
9
Statement of cash flows
10
Notes to the financial statements
11 - 25
COREFRESH LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -
The director presents the strategic report for the year ended 31 December 2023.
Review of the business
Turnover of the Company has increased by 16.35% from £17,083,558 to £19,876,746.
The company achieved a net profit margin of 3.18%.
The Directors consider the annual results to be satisfactory in the light of a competitive market and continued difficult trading conditions.
Principal risks and uncertainties
The company is aware that they are trading within a highly competitive market place. The industry is going through a significant change. In order to strengthen their position, the company continues to take steps to ensure a closer relationship with selected growers, and broaden its product range.
The year saw continued supply chain issues caused by Brexit, although the company has coped well and adjusted to the situation faced.
Many companies have found this period extremely difficult and this will have a possible long term affect on our industry.
We are however confident for the coming year but at the same time are alert to any unforeseen situations beyond our control.
Development and performance
The Directors aim to maintain the management policies which have resulted in the Company's growth in recent years. The continued aim is to maintain its efficient cost structure ensuring a high degree of flexibility to adapt to changing market conditions.
Key performance indicators
It is considered that the key financial indicators that communicate financial performance are the profit and net margin. The Company has returned satisfactory results making a pre tax profit of £870,592.
.............................................
Mr Andrew Beale
Director
Date: .............................................
COREFRESH LIMITED
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
The director presents his annual report and financial statements for the year ended 31 December 2023.
Principal activities
The principal activity of the company continued to be that of fresh produce importers and distributors.
Results and dividends
The results for the year are set out on page 7.
No ordinary dividends were paid. The director does not recommend payment of a final dividend.
Director
The director who held office during the year and up to the date of signature of the financial statements was as follows:
Mr Andrew Beale
Dr P Fischer
(Resigned 12 May 2023)
Auditor
In accordance with the company's articles, a resolution proposing that Rowland Hall be reappointed as auditor of the company will be put at a General Meeting.
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.
Medium-sized companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.
On behalf of the board
Mr Andrew Beale
Director
19 September 2024
COREFRESH LIMITED
DIRECTOR'S RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -
The director is responsible 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 company and of the profit or loss of the company for that period. In preparing these financial statements, the director is required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The director is 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. He is 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.
COREFRESH LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF COREFRESH LIMITED
- 4 -
Opinion
We have audited the financial statements of Corefresh Limited (the 'company') for the year ended 31 December 2023 which comprise the statement of income and retained earnings, the balance sheet, the 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).
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. 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 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 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 director 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 director is 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 director's report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the director's report have been prepared in accordance with applicable legal requirements.
COREFRESH LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF COREFRESH LIMITED (CONTINUED)
- 5 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the director's 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 director
As explained more fully in the director's responsibilities statement, 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 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 company or to cease operations, or has 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.
- Obtaining an understanding of the legal and regulatory frameworks applicable to the entity including, but not limited to, the Companies Act 2006, The Financial Reporting Standard 102 and UK Tax Legislation and considering the culture and control environment of the organisation.
- Enquiry of management and those charged with governance around actual and potential litigation and claims.
- Review of legal costs to ascertain the nature of the costs and possible related non-compliance.
- Performing audit work over the risk of management override of controls, including testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
A further description of our responsibilities 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.
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 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.
COREFRESH LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF COREFRESH LIMITED (CONTINUED)
- 6 -
David Anthony Street FCCA
Senior Statutory Auditor
For and on behalf of Rowland Hall
19 September 2024
Chartered Certified Accountants
Statutory Auditor
Grovedell House
15 Knightswick Road
Canvey Island
Essex
SS8 9PA
COREFRESH LIMITED
STATEMENT OF INCOME AND RETAINED EARNINGS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 7 -
2023
2022
Notes
£
£
Turnover
3
19,876,746
17,083,558
Cost of sales
(17,264,295)
(15,476,485)
Gross profit
2,612,451
1,607,073
Distribution costs
(1,890)
(2,647)
Administrative expenses
(1,473,886)
(1,320,116)
Other operating income
9,271
Operating profit
4
1,136,675
293,581
Interest payable and similar expenses
7
(266,083)
(138,540)
Profit before taxation
870,592
155,041
Tax on profit
8
(237,809)
(41,276)
Profit for the financial year
632,783
113,765
Retained earnings brought forward
1,970,307
1,856,542
Retained earnings carried forward
2,603,090
1,970,307
The profit and loss account has been prepared on the basis that all operations are continuing operations.
COREFRESH LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 8 -
Share capital
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2022
1
1,856,542
1,856,543
Year ended 31 December 2022:
Profit and total comprehensive income
-
-
113,765
113,765
Balance at 31 December 2022
1
1,970,307
1,970,308
Year ended 31 December 2023:
Profit and total comprehensive income
-
-
632,783
632,783
Issue of share capital
22
2
-
-
2
Own shares acquired
-
-
(1,800,000)
(1,800,000)
Redemption of shares
22
(1)
1
Balance at 31 December 2023
2
1
803,090
803,093
COREFRESH LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2023
31 December 2023
- 9 -
2023
2022
Notes
£
£
£
£
Fixed assets
Intangible assets
9
10,862
11,621
Tangible assets
10
4,402,539
4,389,823
Investments
11
2
2
4,413,403
4,401,446
Current assets
Stocks
13
250,222
260,252
Debtors
14
2,573,654
2,200,706
Cash at bank and in hand
433,401
424,203
3,257,277
2,885,161
Creditors: amounts falling due within one year
15
(2,880,394)
(2,639,786)
Net current assets
376,883
245,375
Total assets less current liabilities
4,790,286
4,646,821
Creditors: amounts falling due after more than one year
16
(3,876,182)
(2,576,446)
Provisions for liabilities
Deferred tax liability
20
111,011
100,067
(111,011)
(100,067)
Net assets
803,093
1,970,308
Capital and reserves
Called up share capital
22
2
1
Capital redemption reserve
23
1
Profit and loss reserves
803,090
1,970,307
Total equity
803,093
1,970,308
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.
The financial statements were approved by the board of directors and authorised for issue on 19 September 2024 and are signed on its behalf by:
Mr Andrew Beale
Director
Company registration number 06976867 (England and Wales)
COREFRESH LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 10 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
27
1,140,586
590,552
Interest paid
(266,083)
(138,540)
Income taxes paid
(102,385)
(68,471)
Net cash inflow from operating activities
772,118
383,541
Investing activities
Purchase of tangible fixed assets
(298,712)
(140,171)
Proceeds from disposal of tangible fixed assets
87,490
53,095
Net cash used in investing activities
(211,222)
(87,076)
Financing activities
Proceeds from issue of shares
2
Redemption of shares
(1)
Purchase of own shares
(1,800,000)
Proceeds from new bank loans
1,300,000
Repayment of bank loans
(51,239)
(76,740)
Payment of finance leases obligations
(460)
Net cash used in financing activities
(551,698)
(76,740)
Net increase in cash and cash equivalents
9,198
219,725
Cash and cash equivalents at beginning of year
424,203
204,478
Cash and cash equivalents at end of year
433,401
424,203
COREFRESH LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 11 -
1
Accounting policies
Company information
Corefresh Limited is a private company limited by shares incorporated in England and Wales. The registered office is Grovedell House, 15 Knightswick Road, Canvey Island, Essex, SS8 9PA.
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 director has a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Turnover
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
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.
Amortisation 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:
Licences
5% on cost
1.5
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
COREFRESH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 12 -
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 Freehold
2% on cost/4% on cost
Plant and machinery
25% reducing balance
Fixtures, fittings & equipment
25% reducing balance
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.
1.6
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.7
Impairment of fixed assets
At each reporting period end date, the company 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.
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.
COREFRESH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 13 -
1.8
Stocks
Stocks 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 stocks to their present location and condition.
Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks 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.
1.9
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.10
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 balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include 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.
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.
COREFRESH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 14 -
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 creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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.
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.
COREFRESH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 15 -
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
1.11
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.
1.12
Derivatives
Derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently remeasured to fair value at each reporting end date. The resulting gain or loss is recognised in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship.
A derivative with a positive fair value is recognised as a financial asset, whereas a derivative with a negative fair value is recognised as a financial liability.
1.13
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 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 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 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 when the company has 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.
1.14
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 fixed 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.
COREFRESH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 16 -
1.15
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.16
Leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.
1.17
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 director is 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.
3
Turnover
An analysis of the company's turnover is as follows:
2023
2022
£
£
Turnover analysed by geographical market
United Kingdom
19,787,204
16,849,683
Europe
89,542
233,875
19,876,746
17,083,558
COREFRESH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 17 -
4
Operating profit
2023
2022
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange gains
(56,202)
(17,897)
Fees payable to the company's auditor for the audit of the company's financial statements
14,335
13,650
Depreciation of owned tangible fixed assets
243,116
250,168
Depreciation of tangible fixed assets held under finance leases
3,928
-
Loss on disposal of tangible fixed assets
15,740
12,201
Amortisation of intangible assets
759
759
5
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2023
2022
Number
Number
Management and administration
4
5
Production
28
32
Sales
2
3
Total
34
40
Their aggregate remuneration comprised:
2023
2022
£
£
Wages and salaries
1,168,477
1,156,715
Social security costs
112,683
112,182
Pension costs
26,529
23,095
1,307,689
1,291,992
6
Director's remuneration
2023
2022
£
£
Remuneration for qualifying services
150,000
157,500
Company pension contributions to defined contribution schemes
7,321
7,321
157,321
164,821
COREFRESH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 18 -
7
Interest payable and similar expenses
2023
2022
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
254,589
120,166
Interest on invoice finance arrangements
9,854
17,765
264,443
137,931
Other finance costs:
Interest on finance leases and hire purchase contracts
1,640
-
Other interest
609
266,083
138,540
8
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
226,865
52,004
Deferred tax
Origination and reversal of timing differences
10,944
(10,728)
Total tax charge
237,809
41,276
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
870,592
155,041
Expected tax charge based on the standard rate of corporation tax in the UK of 23.52% (2022: 19.00%)
204,768
29,458
Tax effect of expenses that are not deductible in determining taxable profit
9,248
1,434
Depreciation on assets not qualifying for tax allowances
22,446
18,843
Amortisation on assets not qualifying for tax allowances
179
145
Change in rate of deferred tax to 25%
649
(2,576)
Superdeduction capital allowance claim
519
(6,028)
Taxation charge for the year
237,809
41,276
COREFRESH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 19 -
9
Intangible fixed assets
Licences
£
Cost
At 1 January 2023 and 31 December 2023
15,188
Amortisation and impairment
At 1 January 2023
3,567
Amortisation charged for the year
759
At 31 December 2023
4,326
Carrying amount
At 31 December 2023
10,862
At 31 December 2022
11,621
10
Tangible fixed assets
Land and buildings Freehold
Plant and machinery
Fixtures, fittings & equipment
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 January 2023
4,171,999
933,209
75,482
188,297
5,368,987
Additions
124,763
3,219
235,008
362,990
Disposals
(48,493)
(3,058)
(105,605)
(157,156)
At 31 December 2023
4,171,999
1,009,479
75,643
317,700
5,574,821
Depreciation and impairment
At 1 January 2023
328,618
522,759
38,614
89,170
979,161
Depreciation charged in the year
84,204
117,475
9,821
35,544
247,044
Eliminated in respect of disposals
(43,282)
(2,573)
(8,068)
(53,923)
At 31 December 2023
412,822
596,952
45,862
116,646
1,172,282
Carrying amount
At 31 December 2023
3,759,177
412,527
29,781
201,054
4,402,539
At 31 December 2022
3,843,380
410,448
36,868
99,127
4,389,823
COREFRESH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
10
Tangible fixed assets
(Continued)
- 20 -
The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.
2023
2022
£
£
Motor vehicles
90,350
11
Fixed asset investments
2023
2022
Notes
£
£
Investments in subsidiaries
12
2
2
The company holds 100% of the share capital in it's subsidiary undertakings, as follows:-
Coreveg Limited - 1 ordinary share of £1
Corefruit Limited - 1 ordinary share of £1
Both companies are currently dormant.
12
Subsidiaries
Details of the company's subsidiaries at 31 December 2023 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Coreveg Limited
Grovedell House, 15 Knightswick Road, Canvey Island , Essex, SS8 9PA
Ordinary shares
100.00
Corefruit Limited
Grovedell House, 15 Knightswick Road, Canvey Island, Essex, SS8 9PA
Ordinary shares
100.00
13
Stocks
2023
2022
£
£
Finished goods and goods for resale
250,222
260,252
COREFRESH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 21 -
14
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
2,191,525
1,746,184
Other debtors
337,861
418,978
Prepayments and accrued income
44,268
35,544
2,573,654
2,200,706
15
Creditors: amounts falling due within one year
2023
2022
Notes
£
£
Bank loans and overdrafts
17
99,174
91,852
Obligations under finance leases
18
5,521
Trade creditors
1,898,818
1,851,130
Corporation tax
176,865
52,386
Other creditors
445,737
474,361
Accruals and deferred income
254,279
170,057
2,880,394
2,639,786
The Bank loan included in creditors is secured against the land and buildings that it relates to.
16
Creditors: amounts falling due after more than one year
2023
2022
Notes
£
£
Bank loans and overdrafts
17
3,817,885
2,576,446
Obligations under finance leases
18
58,297
3,876,182
2,576,446
Amounts included above which fall due after five years are as follows:
Payable by instalments
(3,421,188)
(2,180,237)
COREFRESH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 22 -
17
Loans and overdrafts
2023
2022
£
£
Bank loans
3,917,059
2,668,298
Payable within one year
99,174
91,852
Payable after one year
3,817,885
2,576,446
The long-term loan is secured by fixed charges over the land and buildings that it relates to.
18
Finance lease obligations
2023
2022
Future minimum lease payments due under finance leases:
£
£
Within one year
11,453
In two to five years
75,105
86,558
Less: future finance charges
(22,740)
63,818
Finance lease payments represent rentals payable by the company for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is five years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.
19
Reserves
Called up share capital - represents the nominal value of shares that have been issued.
Profit & loss account - includes all current and prior year retained profits and losses.
Capital redemption reserve - represents the nominal value of shares that have been bought back by the company.
20
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:
£
£
Accelerated capital allowances
111,011
100,067
COREFRESH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
20
Deferred taxation
(Continued)
- 23 -
2023
Movements in the year:
£
Liability at 1 January 2023
100,067
Charge to profit or loss
10,944
Liability at 31 December 2023
111,011
21
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
26,529
23,095
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.
22
Share capital
2023
2022
£
£
Ordinary share capital
Issued and fully paid
200 (2022: 100) Ordinary shares of 1p each
2
1
On 30th June 2023 51 ordinary shares were purchased and cancelled by the company for a total consideration of £1,800,000.
On 1st July 2023 151 ordinary shares were allotted and issued at a nominal value of £0.01 per share.
23
Capital redemption reserve
2023
2022
£
£
At the beginning of the year
Transfers
1
-
At the end of the year
1
COREFRESH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 24 -
24
Financial risk management
The company has largely mitigated most risks. However, it is exposed to both foreign exchange currency exposure and customer credit exposure.
Foreign exchange transactional currency exposure
The company is exposed to currency exchange rate risk due to some transactions being denoted in non - Sterling currencies. The exposure to each transaction is monitored and managed by occasional short term foreign exchange contracts which are for a short fixed period where currency is needed. The contracts are never long term and never extend over a financial period. In the main, however, the risk is managed by purchasing the required level of currency for a particular transaction at a managed rate and not holding significant levels of any non-Sterling currencies over and above immediate cashflow requirements.
Customer credit exposure
The company offer credit terms to its customers which allow payment of the debt after delivery of the goods. The company is at risk to the extent that a customer may be unable to pay the debt on the specified due date. The risk is mitigated by the strong ongoing customer relationships and by credit insurance.
25
Related party transactions
During the year the company transacted with the following related parties:-
Sales to related parties : Hars & Hagebauer Limited £nil (2022 - £2,254)
Hars & Hagebauer BV £nil (2022 - £9,883)
Purchases from related parties: Hars & Hagebauer Limited £nil (2022 - £60,580)
A director was owed £438,048 (2022 - £469,182) by the company at the year end. Interest was charged on this balance of £19,648 (2022 - £20,211).
COREFRESH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 25 -
26
Parent Company
Corefresh Limited was a subsidiary of Hars & Hagebauer Limited, a company incorporated in Great Britain., who also forms the smallest group of undertakings, up until 30th June 2023.
Hars & Hagebauer Limited is a wholly owned subsidiary of Hars & Hagebauer GmbH a company which forms the largest group of undertakings, based in Germany registered at Registergricht, Hamburg company number HRB 37103.
The ultimate controlling party is Mr Andrew Beale but until 30th June 2023 was Mr Friedrich Carl Fischer by virtue of his shareholding in Hars & Hagebauer GmbH.
27
Cash generated from operations
2023
2022
£
£
Profit for the year after tax
632,783
113,765
Adjustments for:
Taxation charged
237,809
41,276
Finance costs
266,083
138,540
Loss on disposal of tangible fixed assets
15,740
12,201
Amortisation and impairment of intangible assets
759
759
Depreciation and impairment of tangible fixed assets
247,044
250,167
Movements in working capital:
Decrease in stocks
10,030
38,278
(Increase)/decrease in debtors
(372,948)
279,756
Increase/(decrease) in creditors
103,286
(284,190)
Cash generated from operations
1,140,586
590,552
28
Analysis of changes in net debt
1 January 2023
Cash flows
New finance leases
31 December 2023
£
£
£
£
Cash at bank and in hand
424,203
9,198
-
433,401
Borrowings excluding overdrafts
(2,668,298)
(1,248,761)
-
(3,917,059)
Obligations under finance leases
-
460
(64,278)
(63,818)
(2,244,095)
(1,239,103)
(64,278)
(3,547,476)
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