REGISTERED NUMBER: 13222244 (England and Wales) |
Inga Group Limited |
Group Strategic Report, Report of the Directors and |
Consolidated Financial Statements for the Year Ended 31 December 2023 |
REGISTERED NUMBER: 13222244 (England and Wales) |
Inga Group Limited |
Group Strategic Report, Report of the Directors and |
Consolidated Financial Statements for the Year Ended 31 December 2023 |
Inga Group Limited (Registered number: 13222244) |
Contents of the Consolidated Financial Statements |
for the year ended 31 December 2023 |
Page |
Company Information | 1 |
Group Strategic Report | 2 |
Report of the Directors | 4 |
Report of the Independent Auditors | 6 |
Consolidated Income Statement | 9 |
Consolidated Other Comprehensive Income | 10 |
Consolidated Balance Sheet | 11 |
Company Balance Sheet | 12 |
Consolidated Statement of Changes in Equity | 13 |
Company Statement of Changes in Equity | 14 |
Notes to the Consolidated Financial Statements | 15 |
Inga Group Limited |
Company Information |
for the year ended 31 December 2023 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Chartered Accountants |
Statutory Auditor |
Regent's Court |
Princess Street |
Hull |
East Yorkshire |
HU2 8BA |
Inga Group Limited (Registered number: 13222244) |
Group Strategic Report |
for the year ended 31 December 2023 |
The directors present their strategic report of the company and the group for the year ended 31 December 2023. |
REVIEW OF BUSINESS |
The group performed well in 2023 and despite the difficult market conditions, organic revenue continued to grow year on year, whilst continuing to provide customers with a creative, innovative, and safe approach to ingredient solutions. |
The group further continued with its plan of investment within its group companies, with the aim of driving and supporting future growth. |
Financial Key Performance Indicators |
The key performance indicators for the company are group revenue and EBITDA. |
Revenue for the group grew to £32.5m, an increase of 51% on the prior year, driven through organic revenue growth and the full year inclusion of Louis Francois, which was acquired in November 2022. EBITDA increased within the group to £5.4m (2022: £2.1m), driven by a focus on sustainable margin achievement, alongside a sensible approach to operating costs within our business units. |
Sustainability |
Sustainability is one of our key principles and we were proud to continue on our sustainability journey with the United Nations Global Compact, which we joined in 2022. The business is committed to building a sustainable future for all our stakeholders, and has long term initiatives and commitments in place across the group to achieve this. |
Inga Group Limited (Registered number: 13222244) |
Group Strategic Report |
for the year ended 31 December 2023 |
PRINCIPAL RISKS AND UNCERTAINTIES |
The Board actively monitors and manages risks and uncertainties that the Company faces and implements proportional controlling and mitigating measures. The principle risks the board has identified include: |
Volatility in the supply and demand environment relating to global market conditions and other socio-political factors. These risks are mitigated through structured procurement programmes and an ability to remain flexible to market pricing conditions. The group also makes consideration for further compatible acquisitions, to generate efficiencies, strengthen market positions and spread group risk across different market sectors and geographies. |
Competition - The group manages competitive threats through product development and innovation, strong brand development the adherence to high product quality and customer service standards. The business committed further costs within 2023 to support our development of the next generation of ingredients and applications. |
Currency Risk - This is managed through a variety of intra-group hedging and matching methods. |
Regulatory risks are actively monitored, and derive from changing food safety and other social & political factors - e.g. HFSS |
Credit & Liquidity Risk - The groups credit risk is primarily attributable to trade debtors and structured variable rate loans from the parent company. The group actively monitors credit risk relating to macro market conditions and ensures a high level of liquidity within the business to allow us to absorb market led fluctuations. |
ON BEHALF OF THE BOARD: |
Inga Group Limited (Registered number: 13222244) |
Report of the Directors |
for the year ended 31 December 2023 |
The directors present their report with the financial statements of the company and the group for the year ended 31 December 2023. |
PRINCIPAL ACTIVITY |
The principal activities of the group are the provision of innovative ingredient solutions to market sectors predominantly in the UK and Western Europe. |
DIVIDENDS |
No dividends will be distributed for the year ended 31 December 2023. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1 January 2023 to the date of this report. |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to: |
- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information. |
Inga Group Limited (Registered number: 13222244) |
Report of the Directors |
for the year ended 31 December 2023 |
AUDITORS |
The auditors, Smailes Goldie, will be proposed for re-appointment in accordance with Section 485 of the Companies Act 2006. |
ON BEHALF OF THE BOARD: |
Report of the Independent Auditors to the Members of |
Inga Group Limited |
Opinion |
We have audited the financial statements of Inga Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including 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 group's and of the parent company affairs as at 31 December 2023 and of the group's loss 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. |
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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group 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 the 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 directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
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. |
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether 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 the audit: |
- | the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
Report of the Independent Auditors to the Members of |
Inga Group Limited |
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 its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors. |
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- | adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the parent company financial statements are not in agreement with the accounting records and returns; or |
- | certain disclosures of directors' remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit. |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page four, 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 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 group's and 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 group or the parent company or to cease operations, or have no realistic alternative but to do so. |
Auditors' 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 a Report of the Auditors 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: |
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 focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the Limited Company, including the Companies Act 2006, FRS 102, taxation legislation, data protection, anti-bribery, employment, environmental and health and safety legislation. An understanding of these laws and regulations and the extent of compliance was obtained through discussion with management and inspecting legal and regulatory correspondence. |
Report of the Independent Auditors to the Members of |
Inga Group Limited |
We assessed the susceptibility of the Limited Company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by making enquiries of management and considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations. |
To address the risk of fraud through management bias and override of controls, we: |
- | performed analytical procedures to identify any unusual or unexpected relationships; |
- | tested journal entries to identify unusual transactions; |
- | assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and |
- | investigated the rationale behind significant or unusual transactions. |
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to: |
- | agreeing financial statement disclosures to underlying supporting documentation; |
- | reading the minutes of meetings of those charged with governance; |
- | enquiring of management as to actual and potential litigation and claims. |
Due to 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. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the members and other management and the inspection of regulatory and legal correspondence, if any. |
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 for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
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 a Report of the Auditors 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. |
for and on behalf of |
Chartered Accountants |
Statutory Auditor |
Regent's Court |
Princess Street |
Hull |
East Yorkshire |
HU2 8BA |
Inga Group Limited (Registered number: 13222244) |
Consolidated Income Statement |
for the year ended 31 December 2023 |
2023 | 2022 |
Notes | £ | £ |
TURNOVER | 3 | 32,467,007 | 15,799,355 |
Cost of sales | 18,928,748 | 9,858,299 |
GROSS PROFIT | 13,538,259 | 5,941,056 |
Administrative expenses | 13,197,361 | 6,340,489 |
OPERATING PROFIT/(LOSS) | 5 | 340,898 | (399,433 | ) |
Interest receivable and similar income | 9,054 | 595 |
349,952 | (398,838 | ) |
Interest payable and similar expenses | 6 | 1,191,453 | 433,627 |
LOSS BEFORE TAXATION | (841,501 | ) | (832,465 | ) |
Tax on loss | 7 | 1,041,845 | 217,479 |
LOSS FOR THE FINANCIAL YEAR | ( |
) | ( |
) |
Loss attributable to: |
Owners of the parent | (1,883,346 | ) | (1,049,944 | ) |
Inga Group Limited (Registered number: 13222244) |
Consolidated Other Comprehensive Income |
for the year ended 31 December 2023 |
2023 | 2022 |
Notes | £ | £ |
LOSS FOR THE YEAR | (1,883,346 | ) | (1,049,944 | ) |
OTHER COMPREHENSIVE INCOME |
Foreign exchange differences | (790,310 | ) | 620,013 |
Income tax relating to other comprehensive income |
- |
- |
OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX |
(790,310 |
) |
620,013 |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
(2,673,656 |
) |
(429,931 |
) |
Total comprehensive income attributable to: |
Owners of the parent | (2,673,656 | ) | (429,931 | ) |
Inga Group Limited (Registered number: 13222244) |
Consolidated Balance Sheet |
31 December 2023 |
2023 | 2022 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 9 | 38,051,292 | 43,242,278 |
Tangible assets | 10 | 451,676 | 419,286 |
Investments | 11 | - | - |
38,502,968 | 43,661,564 |
CURRENT ASSETS |
Stocks | 12 | 4,412,399 | 4,425,787 |
Debtors | 13 | 5,619,024 | 5,202,539 |
Cash at bank and in hand | 6,222,688 | 4,776,130 |
16,254,111 | 14,404,456 |
CREDITORS |
Amounts falling due within one year | 14 | 21,978,594 | 22,636,325 |
NET CURRENT LIABILITIES | (5,724,483 | ) | (8,231,869 | ) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
32,778,485 |
35,429,695 |
PROVISIONS FOR LIABILITIES | 16 | 24,305 | 1,859 |
NET ASSETS | 32,754,180 | 35,427,836 |
CAPITAL AND RESERVES |
Called up share capital | 17 | 19,072 | 19,072 |
Share premium | 18 | 35,823,828 | 35,823,828 |
Other reserves | 18 | (180,957 | ) | 609,353 |
Retained earnings | 18 | (2,907,763 | ) | (1,024,417 | ) |
SHAREHOLDERS' FUNDS | 32,754,180 | 35,427,836 |
The financial statements were approved by the Board of Directors and authorised for issue on 17 April 2024 and were signed on its behalf by: |
A Short - Director |
Inga Group Limited (Registered number: 13222244) |
Company Balance Sheet |
31 December 2023 |
2023 | 2022 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 9 |
Tangible assets | 10 |
Investments | 11 |
CURRENT ASSETS |
Debtors | 13 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 14 |
NET CURRENT LIABILITIES | ( |
) | ( |
) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital | 17 |
Share premium | 18 |
Retained earnings | 18 | ( |
) | ( |
) |
SHAREHOLDERS' FUNDS |
Company's loss for the financial year | (1,198,909 | ) | (580,208 | ) |
The financial statements were approved by the Board of Directors and authorised for issue on |
Inga Group Limited (Registered number: 13222244) |
Consolidated Statement of Changes in Equity |
for the year ended 31 December 2023 |
Called up |
share | Retained | Share | Other | Total |
capital | earnings | premium | reserves | equity |
£ | £ | £ | £ | £ |
Balance at 1 January 2022 | 10,000 | 25,527 | 16,108,503 | (10,660 | ) | 16,133,370 |
Changes in equity |
Issue of share capital | 9,072 | - | 19,715,325 | - | 19,724,397 |
Total comprehensive income | - | (1,049,944 | ) | - | 620,013 | (429,931 | ) |
Balance at 31 December 2022 | 19,072 | (1,024,417 | ) | 35,823,828 | 609,353 | 35,427,836 |
Changes in equity |
Total comprehensive income | - | (1,883,346 | ) | - | (790,310 | ) | (2,673,656 | ) |
Balance at 31 December 2023 | 19,072 | (2,907,763 | ) | 35,823,828 | (180,957 | ) | 32,754,180 |
Inga Group Limited (Registered number: 13222244) |
Company Statement of Changes in Equity |
for the year ended 31 December 2023 |
Called up |
share | Retained | Share | Total |
capital | earnings | premium | equity |
£ | £ | £ | £ |
Balance at 1 January 2022 | ( |
) |
Changes in equity |
Issue of share capital | - |
Total comprehensive income | - | ( |
) | - | ( |
) |
Balance at 31 December 2022 | ( |
) |
Changes in equity |
Total comprehensive income | - | ( |
) | - | ( |
) |
Balance at 31 December 2023 | ( |
) |
Inga Group Limited (Registered number: 13222244) |
Notes to the Consolidated Financial Statements |
for the year ended 31 December 2023 |
1. | STATUTORY INFORMATION |
Inga Group Limited is a |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Financial Reporting Standard 102 - reduced disclosure exemptions |
The group has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": |
• | the requirements of Section 7 Statement of Cash Flows. |
Basis of consolidation |
The consolidated financial statements include the financial statements of the company and all of its |
subsidiary undertakings made up to 31st December 2023. The results of companies acquired are included from the effective date of acquiring control. |
Turnover |
Turnover is measured at the fair value of the consideration received or receivable net of VAT and trade discounts. The policies adopted for the recognition of turnover are as follows: |
Sale of goods |
Turnover from the sale of clean food is recognised when significant risks and rewards of ownership of the goods have transferred to the buyer, the amount of turnover can be measured reliably, it is |
probable that the economic benefits associated with the transaction will flow to the group and the costs incurred or to be incurred in respect of the transaction can be measured reliably. This is usually on dispatch of the goods. |
Interest receivable |
Interest income is recognised using the effective interest method. |
Goodwill |
Goodwill, being the amount paid in connection with the acquisition of businesses in 2021 and 2022, is being amortised evenly over its estimated useful life of ten years. Goodwill associated with investments in foreign operations is restated annually using the appropriate foreign exchange rate at the year end. |
Intangible assets |
Intangible assets represent the fair value of the trade marks and computer software acquired by the |
group. The value is amortised through the income statement account over its estimated useful |
economic life, not exceeding 10 years. The directors regard 10 years as reasonable estimate of useful economic life of trademarks. |
Trade marks and computer software are tested for impairment at least annually. Any impairment is |
recognised immediately in the profit and loss account. |
Inga Group Limited (Registered number: 13222244) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
2. | ACCOUNTING POLICIES - continued |
Tangible fixed assets |
Long leasehold | - |
Plant and machinery | - |
Fixtures and fittings | - |
Motor vehicles | - |
Computer equipment | - |
Stocks |
Cost is calculated using a replacement cost method. Provision is made for damaged, obsolete and |
slow-moving stock where appropriate. |
Financial instruments |
The Group mainly enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities such as trade, other accounts receivable and payable and loans from related parties. |
Debt instruments with no stated interest rate that are payable or receivable within one year, typically trade payables or receivables, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. Any losses arising from impairment are recognised in the profit and loss account in other administrative expenses. |
Debt instruments such as loans, borrowings and other accounts receivable and payable over more than one year are initially measured at the transaction price including transaction cost. Subsequently, they are measured at amortised cost using the effective interest rate method, less impairment. If an arrangement constitutes a finance transaction it is measured at present value. |
Where material to the financial statements, derivative financial instruments are initially measured at fair value at the date on which a derivative contract is entered into and are subsequently measured at fair value through profit or loss. |
Hedge accounting |
When an unrecognised firm commitment or highly probably forecast transaction is designated as a hedged item with a corresponding hedging instrument in place, hedge accounting is used to recognise the fair value gain or loss on the hedged item. The cumulative hedging gain or loss is recognised as an asset or liability with a corresponding gain or loss recognised in profit or loss. Fair value is measured using observable market data. |
Gains or losses relating to hedges of a net investment in a foreign operation are recognised in other comprehensive income to the extent they are effective, and profit and loss to the extent they are ineffective. The cumulative gains or losses on the effective portion are shown separately within other reserves in equity. |
Inga Group Limited (Registered number: 13222244) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
2. | ACCOUNTING POLICIES - continued |
Taxation |
Current tax represents the amount of tax payable or receivable in respect of the taxable profit (or loss) for the current or past reporting periods. It is measured at the amount expected to be paid or |
recovered using the tax rates and laws that have been enacted or substantively enacted by the |
balance sheet date. |
Deferred tax represents the future tax consequences of transactions and events recognised in the |
financial statements of current and previous periods. It is recognised in respect of all timing |
differences, with certain exceptions. Timing differences are differences between taxable profits and |
total comprehensive income as stated in the financial statements that arise from the inclusion of |
income and expense in tax assessments in periods different from those in which they are recognised in the financial statements. Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Deferred tax is measured using the tax rates and laws that have been enacted or substantively |
enacted by the balance sheet date that are expected to apply to the reversal of timing differences. |
Deferred tax on revalued non-depreciable tangible fixed assets and investment properties is measured using the rates and allowances that apply to the sale of the asset. |
Research and development |
Expenditure on research and development is written off in the year in which it is incurred. |
Foreign currencies |
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
Pension costs and other post-retirement benefits |
The group operates a defined contribution pension scheme. Contributions payable to the |
group's pension scheme are charged to profit or loss in the period to which they relate. |
Provisions |
Provisions are recognised when the company has an obligation at the balance sheet date as a result of a past event, it is probable that an outflow of economic benefits will be required in settlement and the amount can be reliably estimated. |
Debtors and creditors receivable/payable within one year |
Debtors and creditors with no stated interest rate and receivable or payable within one year are |
recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account in other administrative expenses. |
Inga Group Limited (Registered number: 13222244) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
3. | TURNOVER |
The turnover and loss before taxation are attributable to the one principal activity of the group. |
An analysis of turnover by geographical market is given below: |
2023 | 2022 |
£ | £ |
United Kingdom | 12,675,751 | 10,068,799 |
Europe | 17,652,585 | 5,371,344 |
Rest of the world | 2,138,671 | 359,212 |
32,467,007 | 15,799,355 |
4. | EMPLOYEES AND DIRECTORS |
2023 | 2022 |
£ | £ |
Wages and salaries | 4,960,380 | 2,404,173 |
Social security costs | 269,247 | 234,487 |
Other pension costs | 66,833 | 114,438 |
5,296,460 | 2,753,098 |
The average number of employees during the year was as follows: |
2023 | 2022 |
Management | 4 | 3 |
Administration | 76 | 40 |
2023 | 2022 |
£ | £ |
Directors' remuneration | 315,204 | 236,346 |
Directors' pension contributions to money purchase schemes | 22,447 | 23,544 |
Information regarding the highest paid director is as follows: |
2023 | 2022 |
£ | £ |
Emoluments etc | 265,204 | 236,346 |
Pension contributions to money purchase schemes | 20,947 | 23,544 |
Inga Group Limited (Registered number: 13222244) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
5. | OPERATING PROFIT/(LOSS) |
The operating profit (2022 - operating loss) is stated after charging/(crediting): |
2023 | 2022 |
£ | £ |
Depreciation - owned assets | 131,001 | 68,390 |
Profit on disposal of fixed assets | - | (229 | ) |
Goodwill amortisation | 4,666,190 | 2,372,535 |
Trade marks, patents & licences amortisation | 519 | 911 |
Computer software amortisation | 33,426 | - |
Auditors' remuneration | 43,000 | 28,000 |
Foreign exchange differences | 97,877 | 10,592 |
6. | INTEREST PAYABLE AND SIMILAR EXPENSES |
2023 | 2022 |
£ | £ |
Loan interest | 1,191,453 | 426,390 |
Finance costs | - | 7,237 |
1,191,453 | 433,627 |
7. | TAXATION |
Analysis of the tax charge |
The tax charge on the loss for the year was as follows: |
2023 | 2022 |
£ | £ |
Current tax: |
UK corporation tax | 1,019,399 | 249,631 |
Deferred tax | 22,446 | (32,152 | ) |
Tax on loss | 1,041,845 | 217,479 |
Inga Group Limited (Registered number: 13222244) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
7. | TAXATION - continued |
Reconciliation of total tax charge included in profit and loss |
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
2023 | 2022 |
£ | £ |
Loss before tax | (841,501 | ) | (832,465 | ) |
Loss multiplied by the standard rate of corporation tax in the UK of 25 % (2022 - 19 %) |
(210,375 |
) |
(158,168 |
) |
Effects of: |
Expenses not deductible for tax purposes | 19,882 | 17,474 |
Income not taxable for tax purposes | (3,625 | ) | (105,258 | ) |
Capital allowances in excess of depreciation | - | (14,879 | ) |
Depreciation in excess of capital allowances | 6,896 | - |
Utilisation of tax losses | - | (823 | ) |
Change in tax rate | (59,971 | ) | - |
Foreign exchange difference | 122,490 | 28,353 |
Amortisation of goodwill | 1,166,548 | 450,780 |
Total tax charge | 1,041,845 | 217,479 |
Tax effects relating to effects of other comprehensive income |
2023 |
Gross | Tax | Net |
£ | £ | £ |
Foreign exchange differences | (790,310 | ) | - | (790,310 | ) |
2022 |
Gross | Tax | Net |
£ | £ | £ |
Foreign exchange differences | 620,013 | - | 620,013 |
8. | INDIVIDUAL INCOME STATEMENT |
As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
Inga Group Limited (Registered number: 13222244) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
9. | INTANGIBLE FIXED ASSETS |
Group |
Trade |
marks, |
patents & | Computer |
Goodwill | licences | software | Totals |
£ | £ | £ | £ |
COST |
At 1 January 2023 | 47,141,332 | 29,233 | 121,299 | 47,291,864 |
Additions | - | 4,499 | 288,574 | 293,073 |
Exchange differences | (831,302 | ) | (650 | ) | - | (831,952 | ) |
At 31 December 2023 | 46,310,030 | 33,082 | 409,873 | 46,752,985 |
AMORTISATION |
At 1 January 2023 | 4,023,739 | 25,847 | - | 4,049,586 |
Amortisation for year | 4,666,190 | 519 | 33,426 | 4,700,135 |
Exchange differences | (47,477 | ) | (551 | ) | - | (48,028 | ) |
At 31 December 2023 | 8,642,452 | 25,815 | 33,426 | 8,701,693 |
NET BOOK VALUE |
At 31 December 2023 | 37,667,578 | 7,267 | 376,447 | 38,051,292 |
At 31 December 2022 | 43,117,593 | 3,386 | 121,299 | 43,242,278 |
10. | TANGIBLE FIXED ASSETS |
Group |
Fixtures |
Long | Plant and | and |
leasehold | machinery | fittings |
£ | £ | £ |
COST |
At 1 January 2023 | 201,935 | 1,204,148 | 195,380 |
Additions | 186 | 110,533 | 39,136 |
Disposals | - | (471 | ) | (823 | ) |
Exchange differences | - | (34,718 | ) | (4,238 | ) |
At 31 December 2023 | 202,121 | 1,279,492 | 229,455 |
DEPRECIATION |
At 1 January 2023 | 94,988 | 1,030,903 | 161,324 |
Charge for year | 19,545 | 52,569 | 13,894 |
Eliminated on disposal | - | (471 | ) | (823 | ) |
Exchange differences | - | (29,692 | ) | (3,753 | ) |
At 31 December 2023 | 114,533 | 1,053,309 | 170,642 |
NET BOOK VALUE |
At 31 December 2023 | 87,588 | 226,183 | 58,813 |
At 31 December 2022 | 106,947 | 173,245 | 34,056 |
Inga Group Limited (Registered number: 13222244) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
10. | TANGIBLE FIXED ASSETS - continued |
Group |
Motor | Computer |
vehicles | equipment | Totals |
£ | £ | £ |
COST |
At 1 January 2023 | 157,954 | 171,685 | 1,931,102 |
Additions | - | 20,492 | 170,347 |
Disposals | (31,857 | ) | (2,097 | ) | (35,248 | ) |
Exchange differences | (4,675 | ) | - | (43,631 | ) |
At 31 December 2023 | 121,422 | 190,080 | 2,022,570 |
DEPRECIATION |
At 1 January 2023 | 107,947 | 116,654 | 1,511,816 |
Charge for year | 16,360 | 28,633 | 131,001 |
Eliminated on disposal | (31,857 | ) | (2,097 | ) | (35,248 | ) |
Exchange differences | (3,230 | ) | - | (36,675 | ) |
At 31 December 2023 | 89,220 | 143,190 | 1,570,894 |
NET BOOK VALUE |
At 31 December 2023 | 32,202 | 46,890 | 451,676 |
At 31 December 2022 | 50,007 | 55,031 | 419,286 |
11. | FIXED ASSET INVESTMENTS |
Company |
Shares in |
group |
undertakin |
£ |
COST |
At 1 January 2023 |
and 31 December 2023 |
NET BOOK VALUE |
At 31 December 2023 |
At 31 December 2022 |
The group or the company's investments at the Balance Sheet date in the share capital of companies include the following: |
Subsidiaries |
Registered office: Walton Wood Farm, Thorpe Audlin, Pontefract, WF8 3HQ |
Nature of business: |
% |
Class of shares: | holding |
Inga Group Limited (Registered number: 13222244) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
11. | FIXED ASSET INVESTMENTS - continued |
Registered office: Dorpsstraat 34, 2902BD Capelle aan den Ijssel, Netherlands |
Nature of business: |
% |
Class of shares: | holding |
Registered office: 17 rue des Vieilles Vignes - ZA Pariest - BP 86 Croissy-Beaubourg, France |
Nature of business: |
% |
Class of shares: | holding |
12. | STOCKS |
Group |
2023 | 2022 |
£ | £ |
Stocks | 4,412,399 | 4,425,787 |
13. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Trade debtors | 4,037,845 | 4,207,847 |
Amounts owed by group undertakings | - | - |
Other debtors | 135,521 | 287,872 |
Tax | 162,984 | - |
VAT | 135,503 | 174,126 |
Deferred tax asset | - | - | - | 33,933 |
Prepayments | 1,147,171 | 532,694 |
5,619,024 | 5,202,539 |
14. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Trade creditors | 1,666,298 | 2,275,649 |
Amounts owed to group undertakings | 18,663,095 | 18,856,076 |
Tax | 177,695 | 653,597 |
Social security and other taxes | 748,188 | 82,074 |
Other creditors | 5,823 | - |
Accrued expenses | 717,495 | 768,929 |
21,978,594 | 22,636,325 |
Inga Group Limited (Registered number: 13222244) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
15. | SECURED DEBTS |
The following secured debts are included within creditors: |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Owed to group undertakings | 18,663,095 | 18,856,076 | 18,663,095 | 18,856,076 |
Group borrowings are secured by a fixed charge in favour of the ultimate lender, on shares held in, and distribution rights of, Ulrick & Short Limited. |
16. | PROVISIONS FOR LIABILITIES |
Group |
2023 | 2022 |
£ | £ |
Deferred tax |
Accelerated capital allowances | 24,305 | 35,792 |
Tax losses | - | (33,933 | ) |
24,305 | 1,859 |
Group |
Deferred |
tax |
£ |
Balance at 1 January 2023 | 1,859 |
Charge to Income Statement during year | 22,446 |
Balance at 31 December 2023 | 24,305 |
Company |
Deferred |
tax |
£ |
Balance at 1 January 2023 | ( |
) |
Charge to Income Statement during year |
Balance at 31 December 2023 |
17. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2023 | 2022 |
value: | £ | £ |
Ordinary | £1 | 4,216 | 4,236 |
Novax Ordinary | £1 | 14,856 | 14,836 |
19,072 | 19,072 |
Inga Group Limited (Registered number: 13222244) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
18. | RESERVES |
Group |
Retained | Share | Other |
earnings | premium | reserves | Totals |
£ | £ | £ | £ |
At 1 January 2023 | (1,024,417 | ) | 35,823,828 | 609,353 | 35,408,764 |
Deficit for the year | (1,883,346 | ) | - | - | (1,883,346 | ) |
Exchange rate difference | - | - | (790,310 | ) | (790,310 | ) |
At 31 December 2023 | (2,907,763 | ) | 35,823,828 | (180,957 | ) | 32,735,108 |
Company |
Retained | Share |
earnings | premium | Totals |
£ | £ | £ |
At 1 January 2023 | ( |
) | 35,021,480 |
Deficit for the year | ( |
) | ( |
) |
At 31 December 2023 | ( |
) | 33,822,571 |
Retained earnings |
Retained earnings represents cumulative profits and losses net of dividends and other adjustments. |
Share premium |
The share premium account represents the premium arising on the issue of shares net of issue costs. |
Other reserves |
Other reserves represent the cumulative foreign exchange differences on consolidation of investments in foreign operations together with any related hedging instruments entered into. |
19. | RELATED PARTY DISCLOSURES |
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements. |
Entities with control, joint control or significant influence over the entity |
2023 | 2022 |
£ | £ |
Amount due to related party | 18,663,095 | 18,856,076 |
20. | ULTIMATE CONTROLLING PARTY |
The ultimate controlling party is Axel Johnson Holding AB, a company registered in Sweden. |