Company registration number 13245793 (England and Wales)
NASCO HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
NASCO HOLDINGS LIMITED
COMPANY INFORMATION
Directors
Mr S Vidani
Ms N Khimasia
(Appointed 1 February 2023)
Company number
13245793
Registered office
Unit K
Dean Way
Great Western Industrial Park
Southall
Middlesex
UB2 4SB
Auditor
KLSA LLP
Kalamu House
11 Coldbath Square
London
EC1R 5HL
NASCO HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3
Directors' responsibilities statement
4
Independent auditor's report
5 - 7
Profit and loss account
8
Group statement of comprehensive income
9
Group balance sheet
10
Company balance sheet
11
Group statement of changes in equity
12
Company statement of changes in equity
13
Group statement of cash flows
14
Company statement of cash flows
15
Notes to the financial statements
16 - 31
NASCO HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -

The directors present the strategic report for the year ended 31 December 2023.

Review of the business

Turnover for the year ended 31 December 2023 amounted to £61.2m compared to £54.8m for the previous year and the profit before tax for the year was £2.2m compared to £3m in the previous year.

 

The directors considered the results at the year end to be satisfactory and intend to pursue strategies that would enhance the growth of the group and result in improved performance.

 

The group continued to serve the strong demand from established, existing clients. There has also been good exposure to new regions and clients.

Principal risks and uncertainties

The group, like all businesses, faces a number of operating risks and uncertainties. There are a small number of risks that could impact the group's long term performance and steps are taken to understand and evaluate these in order to achieve their objective of sustainable growth.

 

The management have risk management processes in place, which are designed to identify, manage and mitigate business risk.

 

Financial risk management objectives and policies

The group has access to various financial instruments that include bank overdrafts, cash and various items such as trade debtors and trade creditors that arise directly from its operations. The main purpose of these financial instruments is to ensure smooth running of the business. The main risks arising from the group's financial instruments are as stated below.

 

Liquidity risk

The group aims to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably. Short term flexibility is achieved by having access to overdraft facilities.

 

Credit risk

The group strictly monitors amounts outstanding from customers and grants credit only to established customers.

Development and performance

The directors aim to continue with the management policies which have resulted in the group's steady growth in recent years.

Key performance indicators

The directors use both financial and non-financial performance indicators to monitor the group's position.

 

The key financial performance indicators of the group are gross profit of £5.2m (2022: £4.6m), sales £61.2m (2022: £54.8m) and balance sheet with net assets of £13.2m (2022: £12.2m).

 

The key non-financial performance indicators of the group are customer service and satisfaction, and stakeholder relationships.

 

The directors are of the belief that the monitoring of the above-mentioned indicators is an effective aspect of business performance review.

NASCO HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -

On behalf of the board

Mr S Vidani
Director
17 September 2024
NASCO HOLDINGS 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 and group is that of a property holding company and exporting and wholesaling of fast moving consumer goods (FMCG).

Results and dividends

The results for the year are set out on page 8.

Ordinary dividends were paid amounting to £700,000. The directors do not recommend payment of a further 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 S Vidani
Ms N Khimasia
(Appointed 1 February 2023)
Auditor

The auditor, KLSA LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

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 auditor of the company 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 auditor of the company is aware of that information.

On behalf of the board
Mr S Vidani
Director
17 September 2024
NASCO HOLDINGS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 4 -

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 group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

NASCO HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF NASCO HOLDINGS LIMITED
- 5 -
Opinion

We have audited the financial statements of Nasco Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows, the company 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:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

 

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

 

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

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

NASCO HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF NASCO HOLDINGS LIMITED
- 6 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

 

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

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 parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the parent company or to cease operations, or have no realistic alternative but to do so.

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.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

 

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

We also considered potential fraud drivers: including financial or other pressures, opportunity, override of controls and personal or corporate motivations. We considered the programmes and controls that the company has established to address risks identified, or that otherwise prevent, deter and detect fraud. Where the risk was considered to be higher, we performed audit procedures to address each identified fraud risk. These procedures included testing journals, evaluating the business rationale of significant transactions outside the normal course of business and validating the appropriateness of internal controls and significant accounting estimations based on our fraud risk criteria;

 

We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

NASCO HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF NASCO HOLDINGS LIMITED
- 7 -

To address the risk of fraud through management bias and override of controls, we:

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

We obtained understanding of the legal and regulatory frameworks that are applicable to the company and determined that the most significant are those related to the financial reporting framework, tax regulations in the jurisdictions in which the company operates.

 

Based on this understanding we designed our audit procedures to identify non-compliance with laws and regulations. Our procedures involved: making enquiries of management, those responsible for legal and compliance procedures and reviewing other correspondence.

 

We communicated identified fraud risks and non-compliance with laws and regulations with those charged with governance, throughout the audit team and remained alert to any indications throughout the audit.

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through 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.

Use of our report

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

Harsheel Dodhia (Senior Statutory Auditor)
For and on behalf of KLSA LLP
17 September 2024
Chartered Accountants
Statutory Auditor
Kalamu House
11 Coldbath Square
London
EC1R 5HL
NASCO HOLDINGS LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 8 -
2023
2022
Notes
£
£
Turnover
3
61,225,763
54,819,866
Cost of sales
(56,004,143)
(50,146,598)
Gross profit
5,221,620
4,673,268
Administrative expenses
(3,006,449)
(2,683,125)
Other operating income
-
38,125
Operating profit
4
2,215,171
2,028,268
Interest receivable and similar income
7
34,698
4,483
Interest payable and similar expenses
8
(2,501)
(3,998)
Amounts written off investments
9
-
(3,125)
Fair value gains and losses on investment properties
14
-
0
997,500
Profit before taxation
2,247,368
3,023,128
Tax on profit
10
(533,578)
(680,854)
Profit for the financial year
1,713,790
2,342,274
Profit for the financial year is all attributable to the owners of the parent company.
NASCO HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
- 9 -
2023
2022
£
£
Profit for the year
1,713,790
2,342,274
Other comprehensive income
-
-
Total comprehensive income for the year
1,713,790
2,342,274
Total comprehensive income for the year is all attributable to the owners of the parent company.
NASCO HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT
31 DECEMBER 2023
31 December 2023
- 10 -
2023
2022
Notes
£
£
£
£
Fixed assets
Tangible assets
13
2,339,949
2,364,003
Investment properties
14
2,597,500
2,597,500
Investments
15
2
2
4,937,451
4,961,505
Current assets
Stocks
17
5,230,834
6,003,133
Debtors
18
3,444,922
3,738,955
Cash at bank and in hand
3,428,323
650,194
12,104,079
10,392,282
Creditors: amounts falling due within one year
19
(3,401,632)
(2,729,018)
Net current assets
8,702,447
7,663,264
Total assets less current liabilities
13,639,898
12,624,769
Provisions for liabilities
Deferred tax liability
21
386,188
384,849
(386,188)
(384,849)
Net assets
13,253,710
12,239,920
Capital and reserves
Called up share capital
23
11,600,000
11,600,000
Merger reserve
(11,350,000)
(11,350,000)
Profit and loss reserves
13,003,710
11,989,920
Total equity
13,253,710
12,239,920
The financial statements were approved by the board of directors and authorised for issue on 17 September 2024 and are signed on its behalf by:
17 September 2024
Mr S Vidani
Director
NASCO HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2023
31 December 2023
- 11 -
2023
2022
Notes
£
£
£
£
Fixed assets
Investment property
14
2,597,500
2,597,500
Investments
15
11,600,000
11,600,000
14,197,500
14,197,500
Current assets
Debtors
18
149,000
47,002
Cash at bank and in hand
67,145
-
0
216,145
47,002
Creditors: amounts falling due within one year
19
(114,688)
(8,930)
Net current assets
101,457
38,072
Total assets less current liabilities
14,298,957
14,235,572
Provisions for liabilities
Deferred tax liability
21
351,161
351,161
(351,161)
(351,161)
Net assets
13,947,796
13,884,411
Capital and reserves
Called up share capital
23
11,600,000
11,600,000
Profit and loss reserves
2,347,796
2,284,411
Total equity
13,947,796
13,884,411

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £763,385 (2022 - £2,684,411 profit).

These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the board of directors and authorised for issue on 17 September 2024 and are signed on its behalf by:
17 September 2024
Mr S Vidani
Director
Company registration number 13245793 (England and Wales)
NASCO HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 12 -
Share capital
Merger reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2022
11,600,000
(11,350,000)
10,047,646
10,297,646
Year ended 31 December 2022:
Profit and total comprehensive income for the year
-
-
2,342,274
2,342,274
Dividends
11
-
-
(400,000)
(400,000)
Balance at 31 December 2022
11,600,000
(11,350,000)
11,989,920
12,239,920
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
-
1,713,790
1,713,790
Dividends
11
-
-
(700,000)
(700,000)
Balance at 31 December 2023
11,600,000
(11,350,000)
13,003,710
13,253,710
NASCO HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 13 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 January 2022
11,600,000
-
0
11,600,000
Year ended 31 December 2022:
Profit and total comprehensive income for the year
-
2,684,411
2,684,411
Dividends
11
-
(400,000)
(400,000)
Balance at 31 December 2022
11,600,000
2,284,411
13,884,411
Year ended 31 December 2023:
Profit and total comprehensive income
-
763,385
763,385
Dividends
11
-
(700,000)
(700,000)
Balance at 31 December 2023
11,600,000
2,347,796
13,947,796
NASCO HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 14 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
26
4,207,355
6,791
Interest paid
(2,501)
(3,998)
Income taxes paid
(361,941)
(450,000)
Net cash inflow/(outflow) from operating activities
3,842,913
(447,207)
Investing activities
Purchase of tangible fixed assets
(131,330)
(105,011)
Interest received
34,698
-
0
Other income received from investments
-
0
4,483
Net cash used in investing activities
(96,632)
(100,528)
Financing activities
Repayment of borrowings
-
(97,049)
Dividends paid to equity shareholders
(700,000)
(400,000)
Net cash used in financing activities
(700,000)
(497,049)
Net increase/(decrease) in cash and cash equivalents
3,046,281
(1,044,784)
Cash and cash equivalents at beginning of year
382,042
1,426,826
Cash and cash equivalents at end of year
3,428,323
382,042
Relating to:
Cash at bank and in hand
3,428,323
650,194
Bank overdrafts included in creditors payable within one year
-
(268,152)
NASCO HOLDINGS LIMITED
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 15 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from/(absorbed by) operations
27
76,075
-
0
Income taxes paid
(8,930)
-
Net cash inflow/(outflow) from operating activities
67,145
-
Investing activities
Purchase of investment property
-
0
(1,600,000)
Dividends received
700,000
2,000,000
Net cash generated from investing activities
700,000
400,000
Financing activities
Dividends paid to equity shareholders
(700,000)
(400,000)
Net cash used in financing activities
(700,000)
(400,000)
Net increase in cash and cash equivalents
67,145
-
Cash and cash equivalents at beginning of year
-
0
-
0
Cash and cash equivalents at end of year
67,145
-
0
NASCO HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 16 -
1
Accounting policies
Company information

Nasco Holdings Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Unit K, Dean Way, Great Western Industrial Park, Southall, Middlesex, UB2 4SB.

 

The group consists of Nasco Holdings Limited and all of its subsidiaries.

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, [modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value]. The principal accounting policies adopted are set out below.

1.2
Business combinations

In merger accounting, the assets and liabilities are recorded at book value and no goodwill is recognised.

1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Nasco Holdings Limited together with all entities controlled by the parent company (its subsidiaries).

 

All financial statements are made up to 31 December 2023. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

1.4
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group 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.

1.5
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates. Suppliers rebates are accounted for on a receivable basis.

 

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer, 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.

NASCO HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 17 -
1.6
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.

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:

Freehold land and buildings
2% Straight Line Basis
Plant and equipment
25% Straight Line Basis
Fixtures and fittings
15% Straight Line Basis
Computers
25% Straight Line Basis
Motor vehicles
25% Straight Line Basis

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

1.7
Investment property

Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in profit or loss.

1.8
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

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

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 group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

 

Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.

 

Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.

 

In the parent company financial statements, investments in associates are accounted for at cost less impairment.

Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

NASCO HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 18 -
1.9
Impairment of fixed assets

At each reporting period end date, the group 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.

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.10
Stocks

Stocks are stated on average cost basis. 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.

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.

1.11
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.

1.12
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

NASCO HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 19 -
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.

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 group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

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 group 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.

NASCO HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 20 -
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.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.13
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

1.14
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 group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

NASCO HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 21 -
1.15
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.

1.16
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.17
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 leased asset are consumed.

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.

1.18
Foreign exchange

Transactions in currencies other than pounds sterling are recorded once a month at the prevailing HMRC exchange rates. 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 group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

3
Turnover and other revenue
2023
2022
£
£
Turnover analysed by class of business
Exporting and wholesaling of fast moving consumer goods
61,130,188
54,772,864
Rental income
95,575
47,002
61,225,763
54,819,866
NASCO HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
3
Turnover and other revenue
(Continued)
- 22 -
2023
2022
£
£
Turnover analysed by geographical market
United Kingdom
6,356,321
3,503,507
Asia
25,186,208
25,073,035
Africa
18,284,595
17,695,820
Europe
3,668,010
2,028,320
USA
5,799,863
4,496,864
Others
1,930,766
2,022,320
61,225,763
54,819,866
2023
2022
£
£
Other revenue
Interest income
34,698
-
4
Operating profit
2023
2022
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange gains
(43,320)
(10,259)
Depreciation of owned tangible fixed assets
155,384
121,740
Operating lease charges
5,589
5,589
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 group
24,102
22,500
For other services
All other non-audit services
14,500
8,908
NASCO HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 23 -
6
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2023
2022
2023
2022
Number
Number
Number
Number
Administration
36
33
-
-
Sales and distribution
47
47
-
-
Total
83
80
-
0
-
0

Their aggregate remuneration comprised:

Group
Company
2023
2022
2023
2022
£
£
£
£
Wages and salaries
2,033,720
1,804,972
-
0
-
0
Social security costs
185,028
172,551
-
-
Pension costs
12,432
12,693
-
0
-
0
2,231,180
1,990,216
-
0
-
0
7
Interest receivable and similar income
2023
2022
£
£
Interest income
Interest on bank deposits
34,698
-
0
Income from fixed asset investments
Income from other fixed asset investments
-
0
4,483
Total income
34,698
4,483
2023
2022
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
34,698
-
NASCO HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 24 -
8
Interest payable and similar expenses
2023
2022
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
5,350
3,998
Other finance costs:
Other interest
(2,849)
-
Total finance costs
2,501
3,998
9
Amounts written off investments
2023
2022
£
£
Other gains and losses
-
(3,125)
10
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
532,239
387,558
Deferred tax
Origination and reversal of timing differences
1,339
293,296
Total tax charge
533,578
680,854

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
2,247,368
3,023,128
Expected tax charge based on the standard rate of corporation tax in the UK of 23.50% (2022: 19.00%)
528,131
574,394
Tax effect of expenses that are not deductible in determining taxable profit
2,462
3,951
Gains not taxable
-
0
(189,525)
Effect of change in corporation tax rate
(1,442)
-
Permanent capital allowances in excess of depreciation
3,088
(24,393)
Depreciation on assets not qualifying for tax allowances
-
23,131
Deferred tax adjustment
1,339
293,296
Taxation charge
533,578
680,854
NASCO HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 25 -
11
Dividends
2023
2022
Recognised as distributions to equity holders:
£
£
Final paid
700,000
400,000
12
Impairments

Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:

2023
2022
Notes
£
£
In respect of:
Fixed asset investments
15
-
3,125
Recognised in:
Amounts written off investments
-
3,125

The impairment losses in respect of financial assets are recognised in other gains and losses in the profit and loss account.

13
Tangible fixed assets
Group
Freehold land and buildings
Plant and equipment
Fixtures and fittings
Computers
Motor vehicles
Total
£
£
£
£
£
£
Cost
At 1 January 2023
2,338,546
277,024
466,967
98,302
196,557
3,377,396
Additions
-
0
-
0
2,268
869
128,193
131,330
At 31 December 2023
2,338,546
277,024
469,235
99,171
324,750
3,508,726
Depreciation and impairment
At 1 January 2023
257,936
155,293
440,010
85,356
74,798
1,013,393
Depreciation charged in the year
18,729
56,354
4,471
3,919
71,911
155,384
At 31 December 2023
276,665
211,647
444,481
89,275
146,709
1,168,777
Carrying amount
At 31 December 2023
2,061,881
65,377
24,754
9,896
178,041
2,339,949
At 31 December 2022
2,080,610
121,731
26,957
12,946
121,759
2,364,003
The company had no tangible fixed assets at 31 December 2023 or 31 December 2022.
NASCO HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 26 -
14
Investment property
Group
Company
2023
2023
£
£
Fair value
At 1 January 2023 and 31 December 2023
2,597,500
2,597,500

The fair value of the investment property has been arrived at on the basis of a valuation carried out in September 2023 by Jones Lang LaSalle Limited, Chartered Surveyors, who are not connected with the company. The valuation was made on an open market value basis by reference to market evidence of transaction prices for similar properties. In the opinion of the directors, the market value at the balance sheet date is not materially different to this valuation.

 

On a historical cost basis the investment property would have been included at an original cost of £1,050,260 (2022: £1,050,260).

15
Fixed asset investments
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Investments in subsidiaries
16
-
0
-
0
11,600,000
11,600,000
Unlisted investments
2
2
-
0
-
0
2
2
11,600,000
11,600,000
Movements in fixed asset investments
Group
Investments
£
Cost or valuation
At 1 January 2023 and 31 December 2023
2
Carrying amount
At 31 December 2023
2
At 31 December 2022
2
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2023 and 31 December 2023
11,600,000
Carrying amount
At 31 December 2023
11,600,000
At 31 December 2022
11,600,000
NASCO HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 27 -
16
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
Nasco (UK) Limited
England and Wales
Ordinary shares
100.00
17
Stocks
Group
Company
2023
2022
2023
2022
£
£
£
£
Finished goods and goods for resale
5,230,834
6,003,133
-
0
-
0
18
Debtors
Group
Company
2023
2022
2023
2022
Amounts falling due within one year:
£
£
£
£
Trade debtors
1,466,077
1,758,618
15,616
-
0
Amounts owed by group undertakings
-
-
100,000
47,002
Other debtors
1,868,148
1,925,318
38,983
-
0
Prepayments and accrued income
110,697
55,019
(5,599)
-
0
3,444,922
3,738,955
149,000
47,002
19
Creditors: amounts falling due within one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Bank loans and overdrafts
20
-
0
268,152
-
0
-
0
Trade creditors
2,895,077
2,001,644
22,642
-
0
Corporation tax payable
307,239
136,941
16,997
8,930
Other taxation and social security
48,029
46,288
1,183
-
Other creditors
111,758
212,607
73,866
-
0
Accruals and deferred income
39,529
63,386
-
0
-
0
3,401,632
2,729,018
114,688
8,930
NASCO HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 28 -
20
Loans and overdrafts
Group
Company
2023
2022
2023
2022
£
£
£
£
Bank overdrafts
-
0
268,152
-
0
-
0
Payable within one year
-
0
268,152
-
0
-
0

The bank loan is secured by the legal charge over the freehold property and by a debenture in form and substance satisfactory to the bank. The loan is subject to monthly repayments and commercial rates of interest.

21
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
2023
2022
Group
£
£
Accelerated capital allowances
35,027
33,688
Investment property
351,161
351,161
386,188
384,849
Liabilities
Liabilities
2023
2022
Company
£
£
Investment property
351,161
351,161
Group
Company
2023
2023
Movements in the year:
£
£
Liability at 1 January 2023
384,849
351,161
Charge to profit or loss
1,339
-
Liability at 31 December 2023
386,188
351,161
NASCO HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 29 -
22
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
12,432
12,693

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

23
Share capital
Group and company
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
11,600,000
11,600,000
11,600,000
11,600,000
24
Related party transactions

During the year the group entered into the following transactions with the related parties.

 

At the balance sheet date, the balances due to the directors was £0 (2022: £38,055).

 

The balances are interest free, unsecured and repayable on demand.

 

Amounts totalling £0 (2022: £825,000) were transferred to Nasco Properties Limited, a company in which directors are also shareholders. Amounts totalling £360,000 (2022: £355,000) were transferred from Nasco Properties Limited. Amounts receivable at the year end totalled £110,013 (2022: £470,000).

 

Amounts totalling £200,000 (2022: £1,050,000) were transferred to Nasco Investments Limited, a company in which directors are also shareholders. Amounts totalling £40,000 (2022: £155,000) were transferred from Nasco Investments Limited. Amounts receivable at the year end totalled £1,380,000 (2022: £1,220,000).

 

Amounts totalling £1,392,580 (2022: £2,131,287) were charged to the company in respect of freight services provided by Dolphin Freight Limited, a company in which directors are also shareholders. Amounts payable at the year end totalled £16,994 (2022: £168,516).

 

During the year £84,000 (2022: £84,000) was charged as royalties by Adri Foods Limited, a company which the directors are also shareholders. Amounts receivable at the year end totalled £0 (2022: £124).

 

During the year, wages and salaries totalling £105,320 (2022: £93,810) were paid to the directors.

25
Controlling party

Subsequent to the year end, the parent company is Zuri Holdings Limited, a company registered in England and Wales.

 

The ultimate controlling party is the Vidani family.

NASCO HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 30 -
26
Cash generated from group operations
2023
2022
£
£
Profit for the year after tax
1,713,790
2,342,274
Adjustments for:
Taxation charged
533,578
680,854
Finance costs
2,501
3,998
Investment income
(34,698)
(4,483)
Fair value gain on investment properties
-
0
(997,500)
Depreciation and impairment of tangible fixed assets
155,384
121,740
Other gains and losses
-
3,125
Movements in working capital:
Decrease/(increase) in stocks
772,299
(1,482,237)
Decrease/(increase) in debtors
294,033
(915,507)
Increase in creditors
770,468
254,527
Cash generated from operations
4,207,355
6,791
27
Cash generated from/(absorbed by) operations - company
2023
2022
£
£
Profit for the year after tax
763,385
2,684,411
Adjustments for:
Taxation charged
16,997
360,091
Investment income
(700,000)
(2,000,000)
Fair value gain on investment properties
-
0
(997,500)
Movements in working capital:
Increase in debtors
(101,998)
(47,002)
Increase in creditors
97,691
-
Cash generated from/(absorbed by) operations
76,075
-
28
Analysis of changes in net funds - group
1 January 2023
Cash flows
31 December 2023
£
£
£
Cash at bank and in hand
650,194
2,778,129
3,428,323
Bank overdrafts
(268,152)
268,152
-
0
382,042
3,046,281
3,428,323
NASCO HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 31 -
29
Analysis of changes in net funds - company
1 January 2023
Cash flows
31 December 2023
£
£
£
Cash at bank and in hand
-
67,145
67,145
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