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Registered number: 04818995









BELL FLAVOURS & FRAGRANCES LIMITED









FINANCIAL STATEMENTS

INFORMATION FOR FILING WITH THE REGISTRAR

FOR THE YEAR ENDED 31 DECEMBER 2023

 
BELL FLAVOURS & FRAGRANCES LIMITED
REGISTERED NUMBER: 04818995

BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

FIXED ASSETS
  

Tangible assets
 4 
1,431
471

  
1,431
471

CURRENT ASSETS
  

Debtors: amounts falling due within one year
 5 
18,889
17,025

Cash at bank and in hand
  
-
14,608

  
18,889
31,633

Creditors: amounts falling due within one year
 6 
(183,261)
(183,329)

NET CURRENT LIABILITIES
  
 
 
(164,372)
 
 
(151,696)

TOTAL ASSETS LESS CURRENT LIABILITIES
  
(162,941)
(151,225)

NET LIABILITIES
  
(162,941)
(151,225)


CAPITAL AND RESERVES
  

Called up share capital 
 7 
500
500

Profit and loss account
  
(163,441)
(151,725)

  
(162,941)
(151,225)


Page 1

 
BELL FLAVOURS & FRAGRANCES LIMITED
REGISTERED NUMBER: 04818995
    
BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2023

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

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

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




H Wetzler
Director

Date: 19 September 2024

The notes on pages 3 to 9 form part of these financial statements.

Page 2

 
BELL FLAVOURS & FRAGRANCES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


GENERAL INFORMATION

Bell Flavours & Fragrances Limited (the "Company") is a private company limited by shares and incorporated in England and Wales. Its registered office is Salisbury House, Salisbury Villas, Station Road, Cambridge, CB1 2LA. Its principal trading address is The Atrium and Barn Roof, 63 High Street, Ketton, PE9 3TE.

2.ACCOUNTING POLICIES

 
2.1

BASIS OF PREPARATION OF FINANCIAL STATEMENTS

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The following principal accounting policies have been applied:

 
2.2

GOING CONCERN

The Company made a loss of £11,716 for the year (2022 - £45,989) and had net liabilities of £162,941 at the year end (2022 - £151,225).
The Company is heavily dependent on regular funding from the parent undertaking. The Company continues to generate losses from its sales and marketing activities in the UK. The Company is expected to continue to be loss making and in a net liabilities position for the foreseeable future as it progresses these activities and will need to receive further funding from either the parent undertaking, or other sources.
The director has prepared forecasts to December 2028 for the Company, which indicate that the Company needs additional finance in the short term to be able to meet its liabilities as they fall due and to continue to operate at budgeted spend without taking alternative measures to reduce the cost base to remain a going concern. As such, there are indications that a material uncertainty exists that may cast significant doubt on the Company's ability to continue as a going concern.
The parent undertaking has provided written confirmation that it intends to provide sufficient resources to support the Company so that it can meet its liabilities as they fall due for the foreseeable future, being a period of at least 12 months following the signing of these financial statements for the year ended 31 December 2023. As such, the director has concluded that the accounts should continue to be prepared on the going concern basis. 
In the event the Company is unable to achieve the matters set out above to enable the Company to have sufficient funding for ongoing operations, there exists a material uncertainty that may cast significant doubt whether the Company will be able to continue as a going concern and therefore, whether it will realise it assets and discharge its liabilities in the normal course of business at the amounts stated in the financial statements.
No adjustments have been made relating to the recoverability and classification of recorded asset values and to the amount and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

Page 3

 
BELL FLAVOURS & FRAGRANCES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.ACCOUNTING POLICIES (CONTINUED)

 
2.3

FOREIGN CURRENCY TRANSLATION

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in Other Comprehensive Income as qualifying cash flow hedges.

Foreign exchange gains and losses are presented in the Statement of Comprehensive Income within 'Administrative Expenses'.

 
2.4

TURNOVER

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.
Services and Marketing
Services and marketing revenue is recognised in the period in which the services are provided and in accordance with the underlying agreement that is in place. 
Commissions
Commission revenue is recognised by the Company in line with revenue it generates for its parent company during the period, based on a fixed percentage of the sales value. 

 
2.5

OPERATING LEASES: THE COMPANY AS LESSEE

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

Page 4

 
BELL FLAVOURS & FRAGRANCES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.ACCOUNTING POLICIES (CONTINUED)

 
2.6

FINANCE COSTS

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.7

PENSIONS

The Company operates a defined contribution pension scheme for its employees. A defined contribution pension scheme is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in other creditors as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.

 
2.8

TAXATION

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

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

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Page 5

 
BELL FLAVOURS & FRAGRANCES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.ACCOUNTING POLICIES (CONTINUED)

 
2.9

TANGIBLE FIXED ASSETS

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

At each reporting date the Company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

The estimated useful lives range as follows:

Office equipment
-
3 years

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.10

DEBTORS

Short-term debtors are measured at transaction price, less any impairment.

 
2.11

CASH AND CASH EQUIVALENTS

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.12

CREDITORS

Short-term creditors are measured at the transaction price. Other financial liabilities, including amounts owed to group undertakings, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.13

FINANCIAL INSTRUMENTS

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities such as other debtors, trade and other creditors, and amounts owed to group undertakings.

Page 6

 
BELL FLAVOURS & FRAGRANCES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

3.


EMPLOYEES

The average monthly number of employees, including directors, during the year was 2 (2022 - 2).


4.


TANGIBLE FIXED ASSETS





Office equipment

£



COST


At 1 January 2023
1,784


Additions
1,548



At 31 December 2023

3,332



DEPRECIATION


At 1 January 2023
1,313


Charge for the year on owned assets
588



At 31 December 2023

1,901



NET BOOK VALUE



At 31 December 2023
1,431



At 31 December 2022
471


5.


DEBTORS

2023
2022
£
£

Other debtors
8,228
8,739

Prepayments and accrued income
10,661
8,286

18,889
17,025


Page 7

 
BELL FLAVOURS & FRAGRANCES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

6.


CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2023
2022
£
£

Trade creditors
1,174
56

Amounts owed to group undertakings
167,092
168,567

Other taxation and social security
2,355
3,312

Other creditors
872
1,609

Accruals and deferred income
11,768
9,785

183,261
183,329


Other creditors include contributions of £872 (2022 - £1,609) payable to the Company's defined contribution pension scheme at the balance sheet date.
Amounts owed to group undertakings are unsecured and repayable on demand. These balances bear interest at a rate of 1% per annum.


7.


SHARE CAPITAL

2023
2022
£
£
ALLOTTED, CALLED UP AND FULLY PAID



500 (2022 - 500) Ordinary shares of £1.00 each
500
500



8.


COMMITMENTS UNDER OPERATING LEASES

At 31 December 2023 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2023
2022
£
£


Not later than 1 year
41,265
31,500

Later than 1 year and not later than 5 years
41,265
63,000

82,530
94,500

Page 8

 
BELL FLAVOURS & FRAGRANCES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

9.


CONTROLLING PARTY

There is no ultimate controlling party.
The immediate and ultimate parent undertaking of the Company is Bell Flavors & Fragrances GmbH, a company registered in Germany, based at Schimmelstrasse 1, 04205 Leipzig, Germany.
Bell Flavors & Fragrances GmbH prepares consolidated financial statements which can be obtained from the registered office of Bell Flavors & Fragrances GmbH, which is Schimmelstrasse 1, 04205 Leipzig, Germany. The results of Bell Flavours & Fragrances Limited have been excluded from these consolidated financial statements due to the size of the Company relative to the Group.


10.


AUDITORS' INFORMATION

The auditors' report on the financial statements for the year ended 31 December 2023 was unqualified.

In their report, the auditors included a material uncertainty related to going concern section:

We draw attention to note 2.2 in the financial statements, which indicates that the Company made a loss of £11,716 for the year (2022 - £45,989) and had net liabilities of £162,941 at the year end (2022 - £151,225). The Company is forecast to incur future losses and current funding is insufficient to ensure the Company can meet its liabilities as they fall due for the foreseeable future, being a period of at least 12 months following the signing of these financial statements for the year ended 31 December 2023. Additional funding will be required from either the parent undertaking, or other sources. As stated in note 2.2, these events or conditions, along with the other matters as set forth in note 2.2, indicate that a material uncertainty exists that may cast significant doubt on the Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.

The audit report was signed on 24 September 2024 by Thomas Hamilton (Senior Statutory Auditor) on behalf of Peters Elworthy & Moore.

 
Page 9