Company registration number 04373358 (England and Wales)
SEALPAC UK LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
SEALPAC UK LIMITED
CONTENTS
Page
Company information
1
Strategic report
2 - 3
Directors' report
4
Directors' responsibilities statement
5
Independent auditor's report
6 - 9
Statement of comprehensive income
10
Balance sheet
11
Statement of changes in equity
12
Notes to the financial statements
13 - 28
SEALPAC UK LIMITED
COMPANY INFORMATION
- 1 -
Directors
Mr K Witheford
Mr K Jones
Company number
04373358
Registered office
Concept House
81 Sopers Lane
Poole
Dorset
BH17 7EN
Auditor
Azets Audit Services
37 Commercial Road
Poole
Dorset
BH14 0HU
SEALPAC UK LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
The directors present the strategic report for the year ended 31 December 2023.
Introduction
The company started as the UK and Ireland distributor for German based tray sealing machines built by Sealpac GmbH in 1996, building a strong partnership that saw the development and introduction of Traysealing machines into the UK packing industry. Soon after that we delivered the first line solution project, working closely with a customer to bring the concept to life including tray handling, weighing, depositing and sealing in a single, seamless line.
Since then, by forming strategic partnerships with other suppliers and manufacturers, Sealpac are now Sealpac UK & Partners. These partnerships have enabled the company to expand its offering, utilising the very best technologies available to ensure that it can deliver the most complex, flexible and efficient line solutions available. The business' ever-improving product range covers processing, weighing, depositing, packaging machine options, quality control and case packing – meaning it can now cover every aspect of the packaging line.
From the beginning Sealpac have remained focused on 3 core strengths which are at the heart of the business:
• Highly experienced and knowledgeable people
• The very best range of quality machinery
• Class-leading after sales, support and training
Today the project team manages anything from a simple standalone machine up to a full line. The company take complete ownership of the project and work hand in hand with the customers to deliver tailored, sophisticated fully-automated line solutions.
This is all backed up by an after-sales team who can offer service & maintenance packages, along with training and advice on how to maximise efficiencies. This is all backed up by a dedicated spare parts service team that aim to keep downtime to an absolute minimum for our customers.
Review of the business
Turnover continues to increase due to an increase in customer projects and servicing contracts. In the current year the revenue income has risen from £10.4 million to £13.3 million which is an increase of 27.9%.
The gross profit percentage has fallen by 6.1% .This is due to the lower level of profit achieved on a higher mix of project and sales for partner equipment.
During the year, the company invested in the property that operates as the head office for the business. Significant investments were made to install new demonstration facilities within the property and to install solar panels to reduce the company’s carbon footprint with the added benefit of reducing ongoing energy costs.
Principal risks and uncertainties
Key risks such as credit risk – the risk of payment default by customers has been mitigated by requesting staged payments for all capital equipment, actively managing all customer debts regularly and being in constant contact with customers to resolve account queries.
Good relationships are maintained with bankers and any other potential funders to ensure that if any funding was required in the future, adequate facilities could be sought after to support the needs of the business.
Any risks in price with the movement in supplier prices are also mitigated by receiving annual prices from suppliers and setting these for the year. Exchange rate fluctuations are also monitored regularly to avoid any unexpected losses.
Key performance indicators
The increase in turnover is one of the key performance indicators but the improved net asset position (an increase of £593k) indicates that this has not been at the expense of working capital.
Several large projects were completed during the year which have contributed to the increase in turnover.
SEALPAC UK LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -
Future developments
Current order pipelines are looking strong in all areas and are now being driven by planned marketing campaigns. This will ensure the company continues its upward trend in sales and margins. The pipeline includes existing and potentially new customers which will enable the whole portfolio to be presented to them, rather than individual machinery.
Mr K Witheford
Director
23 September 2024
SEALPAC UK LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 4 -
The directors present their annual report and financial statements for the year ended 31 December 2023.
Principal activities
The principal activity of the company is the supply of packaging equipment to the food industry.
Results and dividends
The profit for the year, after taxation, amounted to £1,155,414 (2022: £1,183,186).
Ordinary dividends were paid amounting to £563,392. 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 K Witheford
Mr K Jones
Auditor
In accordance with the company's articles, a resolution proposing that Azets Audit Services be reappointed as auditor of the company will be put at a General Meeting.
Directors’ confirmations
In the case of each director in office at the date the directors’ report is approved:
so far as the director is aware, there is no relevant audit information of which the company’s auditors are unaware; and
they have taken all the steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company’s auditors are aware of that information.
On behalf of the board
Mr K Witheford
Director
23 September 2024
SEALPAC UK LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 5 -
The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulation.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have prepared the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”, and applicable law).
Under company law, directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing the financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
state whether applicable United Kingdom Accounting Standards, comprising FRS 102 have been followed, subject to any material departures disclosed and explained in the financial statements;
make judgements and accounting estimates that are reasonable and prudent; and
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 safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The directors are also responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006.
SEALPAC UK LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF SEALPAC UK LIMITED
- 6 -
Opinion
We have audited the financial statements of Sealpac UK Limited (the 'company') for the year ended 31 December 2023 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 December 2023 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
SEALPAC UK LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SEALPAC UK LIMITED
- 7 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
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.
SEALPAC UK LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SEALPAC UK LIMITED
- 8 -
Extent to which the audit was considered capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.
We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework. Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.
In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:
Enquiry of management and those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud;
Reviewing minutes of meetings of those charged with governance;
Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the company through enquiry and inspection;
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;
Performing audit work over the risk of management bias and override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for indicators of potential bias.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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:
the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the food packaging manufacturing sector;
we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation and data protection, anti-bribery, employment, environmental and health and safety legislation;
we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and
identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.
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 judgments and assumptions made in determining the accounting estimates set out in the accounting policies were indicative of potential bias; and
investigated the rationale behind significant or unusual transactions.
SEALPAC UK LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SEALPAC UK LIMITED
- 9 -
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.
Mr Andrew Singleton
Senior Statutory Auditor
For and on behalf of Azets Audit Services
23 September 2024
2024-09-24
Statutory Auditor
37 Commercial Road
Poole
Dorset
BH14 0HU
SEALPAC UK LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
- 10 -
2023
2022
Notes
£
£
Turnover
3
13,304,070
10,393,731
Cost of sales
(8,653,899)
(6,127,497)
Gross profit
4,650,171
4,266,234
Administrative expenses
(3,302,965)
(2,788,348)
Other operating income
29,045
18,507
Operating profit
4
1,376,251
1,496,393
Interest receivable and similar income
8
93
4,206
Interest payable and similar expenses
9
(29,434)
(22,758)
Amounts written off - related party
10
-
6,369
Profit before taxation
1,346,910
1,484,210
Tax on profit
11
(191,496)
(301,024)
Profit for the financial year
1,155,414
1,183,186
The profit and loss account has been prepared on the basis that all operations are continuing operations.
The notes on pages 13 to 28 form part of these financial statements.
SEALPAC UK LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2023
31 December 2023
- 11 -
2023
2022
Notes
£
£
£
£
Fixed assets
Tangible assets
13
526,675
204,054
Investments
14
285,864
285,864
812,539
489,918
Current assets
Stocks
16
878,890
1,597,552
Debtors
17
3,004,059
2,473,584
Cash at bank and in hand
3,809,852
1,319,641
7,692,801
5,390,777
Creditors: amounts falling due within one year
18
(4,876,221)
(2,835,263)
Net current assets
2,816,580
2,555,514
Total assets less current liabilities
3,629,119
3,045,432
Creditors: amounts falling due after more than one year
19
(98,066)
(120,904)
Provisions for liabilities
Deferred tax liability
23
47,170
32,667
(47,170)
(32,667)
Net assets
3,483,883
2,891,861
Capital and reserves
Called up share capital
25
10,000
10,000
Profit and loss reserves
3,473,883
2,881,861
Total equity
3,483,883
2,891,861
The financial statements were approved by the board of directors and authorised for issue on 23 September 2024 and are signed on its behalf by:
Mr K Witheford
Director
Company Registration No. 04373358
SEALPAC UK LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 12 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 January 2022
10,000
2,210,667
2,220,667
Year ended 31 December 2022:
Profit and total comprehensive income for the year
-
1,183,186
1,183,186
Dividends
12
-
(511,992)
(511,992)
Balance at 31 December 2022
10,000
2,881,861
2,891,861
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
1,155,414
1,155,414
Dividends
12
-
(563,392)
(563,392)
Balance at 31 December 2023
10,000
3,473,883
3,483,883
SEALPAC UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 13 -
1
Accounting policies
Company information
Sealpac UK Limited is a private company limited by shares incorporated in England and Wales. The registered office is Concept House, 81 Sopers Lane, Poole, Dorset, BH17 7EN.
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.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The financial statements of the company are consolidated in the financial statements of KW Ventures Limited.
These consolidated financial statements are available from its registered office at 30 Concept House, 81 Sopers Lane, Poole, Dorset, BH17 7EN.
1.2
Going concern
Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
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. The fair value of consideration takes into account trade discounts.
When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (when the machine has been installed and is fully operational), 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.
SEALPAC UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 14 -
Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.
1.4
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:
Leasehold improvements
33% straight line
Plant and equipment
33%, 25%, 20% straight line
Fixtures and fittings
33% straight line
Motor vehicles
25% straight line
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
1.5
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.6
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
SEALPAC UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 15 -
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.
1.7
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.
Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
1.8
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.
1.9
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
SEALPAC UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 16 -
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
SEALPAC UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 17 -
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
1.10
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.11
Derivatives
Derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently remeasured to fair value at each reporting end date. The resulting gain or loss is recognised in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship.
A derivative with a positive fair value is recognised as a financial asset, whereas a derivative with a negative fair value is recognised as a financial liability.
1.12
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.13
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.
SEALPAC UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 18 -
1.14
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.15
Leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
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.
1.16
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised 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.
Stock provision
An element of the company's stock slow moving, as a result it is necessary to consider the recoverability of the cost of inventory and the associated provisioning required. When calculating the inventory provision, management considers the nature and condition of the inventory, as well as applying assumptions around anticipated ability to sell finished goods. Stock is hard wearing and can be keep for long periods of time. Within the financial statements the company has made a provision of £219,397 (2022: £112,209).
Stock valuation method
To value its stock at the lower of cost and net realisable value the company uses the average value of cost (AVCO) method. This determines the value of ending inventory and cost of sales on the basis of average cost of units available for sale.
Revenue
Project revenue being the largest stream of income is recognised at each stage of completion where it is released from deferred income. Spares revenue is recognised on delivery and services revenue also upon delivery.
SEALPAC UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 19 -
3
Turnover and other revenue
An analysis of the company's turnover is as follows:
2023
2022
£
£
Turnover analysed by class of business
Machine sales
9,530,640
6,991,323
Spare parts sales
2,120,380
2,087,050
Contract service income
1,653,050
1,315,358
13,304,070
10,393,731
2023
2022
£
£
Turnover analysed by geographical market
United Kingdom
13,304,070
10,393,731
2023
2022
£
£
Other revenue
Interest income
93
4,206
Rental income
29,045
18,507
4
Operating profit
2023
2022
Operating profit for the year is stated after charging:
£
£
Exchange losses
78,324
6,936
Depreciation of owned tangible fixed assets
140,347
66,333
Depreciation of tangible fixed assets held under finance leases
2,475
-
Cost of stocks recognised as an expense
8,575,575
6,120,561
Operating lease charges
327,248
269,088
5
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
14,250
13,500
For other services
All other non-audit services
3,500
3,500
SEALPAC UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 20 -
6
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2023
2022
Number
Number
Directors
2
2
Administration
2
2
Spares and Servicing
17
17
Sales
9
9
Total
30
30
Their aggregate remuneration comprised:
2023
2022
£
£
Wages and salaries
1,386,924
1,206,114
Social security costs
172,295
157,553
Pension costs
119,082
112,014
1,678,301
1,475,681
7
Directors' remuneration
2023
2022
£
£
Remuneration for qualifying services
24,000
24,000
8
Interest receivable and similar income
2023
2022
£
£
Interest income
Interest on bank deposits
93
9
Other interest income
4,197
Total income
93
4,206
9
Interest payable and similar expenses
2023
2022
£
£
Interest on bank overdrafts and loans
14,491
14,984
Other interest on financial liabilities
7,987
7,774
Other interest
6,956
29,434
22,758
SEALPAC UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 21 -
10
Amounts written off investments
2023
2022
£
£
Amounts written off - related parties
-
6,369
11
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
321,484
270,586
Adjustments in respect of prior periods
(144,491)
Total current tax
176,993
270,586
Deferred tax
Origination and reversal of timing differences
14,503
30,438
Total tax charge
191,496
301,024
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
1,346,910
1,484,210
Expected tax charge based on the standard rate of corporation tax in the UK of 23.50% (2022: 19.00%)
316,524
282,000
Tax effect of expenses that are not deductible in determining taxable profit
18,960
15,304
Group relief
(1,071)
(454)
Permanent capital allowances in excess of depreciation
(12,929)
(26,264)
Research and development tax credit
(144,491)
Deferred tax
14,503
30,438
Taxation charge for the year
191,496
301,024
12
Dividends
2023
2022
£
£
Final paid
563,392
511,992
SEALPAC UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 22 -
13
Tangible fixed assets
Leasehold improvements
Plant and equipment
Fixtures and fittings
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 January 2023
171,005
112,353
13,186
19,855
316,399
Additions
404,600
31,143
29,700
465,443
At 31 December 2023
575,605
143,496
13,186
49,555
781,842
Depreciation and impairment
At 1 January 2023
33,666
45,638
13,186
19,855
112,345
Depreciation charged in the year
105,271
35,076
2,475
142,822
At 31 December 2023
138,937
80,714
13,186
22,330
255,167
Carrying amount
At 31 December 2023
436,668
62,782
27,225
526,675
At 31 December 2022
137,339
66,715
204,054
The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.
2023
2022
£
£
Motor vehicles
27,225
14
Fixed asset investments
2023
2022
£
£
Unlisted investments
285,864
285,864
SEALPAC UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 23 -
15
Financial instruments
2023
2022
£
£
Carrying amount of financial assets measured at amortised cost
Trade debtors
881,550
740,676
Amounts owed by group companies
701,378
707,378
Amounts owed by related companies
711,663
711,663
Other debtors
463,296
227,443
2,757,887
2,387,160
Carrying amount of financial liabilities at amortised cost
Bank loans and finance leases
50,567
35,883
Other borrowings
94,229
158,478
Trade creditors
1,464,966
506,587
Other creditors
191,538
379,081
Accruals
911,012
409,636
2,712,312
1,489,665
16
Stocks
2023
2022
£
£
Machines and spare parts
878,890
1,597,552
17
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
881,550
740,676
Amounts owed by group undertakings
701,378
707,378
Other debtors
1,157,518
919,365
Prepayments and accrued income
246,172
86,424
2,986,618
2,453,843
2023
2022
Amounts falling due after more than one year:
£
£
Other debtors
17,441
19,741
Total debtors
3,004,059
2,473,584
SEALPAC UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 24 -
18
Creditors: amounts falling due within one year
2023
2022
Notes
£
£
Bank loans
20
9,441
9,208
Obligations under finance leases
21
9,900
Other borrowings
20
27,389
64,249
Trade creditors
1,464,966
506,587
Corporation tax
161,477
229,656
Other taxation and social security
723,441
320,501
Deferred income
1,377,057
916,345
Other creditors
191,538
379,081
Accruals
911,012
409,636
4,876,221
2,835,263
19
Creditors: amounts falling due after more than one year
2023
2022
Notes
£
£
Bank loans and overdrafts
20
14,726
26,675
Obligations under finance leases
21
16,500
Other borrowings
20
66,840
94,229
98,066
120,904
20
Loans and overdrafts
2023
2022
£
£
Bank loans
24,167
35,883
Other loans
94,229
158,478
118,396
194,361
Payable within one year
36,830
73,457
Payable after one year
81,566
120,904
Borrowings are secured by fixed and floating charges over all assets of the company.
SEALPAC UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 25 -
21
Finance lease obligations
2023
2022
Future minimum lease payments due under finance leases:
£
£
Within one year
9,900
In two to five years
16,500
26,400
Finance lease payments represent rentals payable by the company for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 3 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.
Obligations under finance lease are secured against the assets to which they relate.
22
Creditors with security
The company has a loan from Sealpac UK SSAS of £94,229 (2022: £158,478), £27,389 (2022: £64,429) of which is included in creditors amounts falling due within one year. The remaining balance of £66,840 (2022: £94,229) is included within creditors due more than one year. The loan is repayable over the period to 28th February 2027. The interest rate on the loan is 5.75% to constitute a commercial rate.
On 9th September 2015 Rowanmoor Trustees Limited and Mr K Witheford as trustees of the Sealpac UK Ltd SSAS issued a fixed and floating charge over all assets of the company.
23
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
2023
2022
Balances:
£
£
Accelerated capital allowances
47,170
32,667
2023
Movements in the year:
£
Liability at 1 January 2023
32,667
Charge to profit or loss
14,503
Liability at 31 December 2023
47,170
The deferred tax liability set out above is expected to reverse over the useful life of the assets and relates to accelerated capital allowances that are expected to mature within the same period.
SEALPAC UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 26 -
24
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
119,082
112,014
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund. At the balance sheet date the amount due to the pension fund was £10,760 (2022: £10,447).
25
Share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
10,000
10,000
10,000
10,000
26
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
2023
2022
£
£
Within one year
267,225
271,408
Between two and five years
792,077
726,141
In over five years
672,000
840,000
1,731,302
1,837,549
Lessor
At the reporting end date the company had contracted with tenants for the following minimum lease payments:
2023
2022
£
£
Within one year
23,320
23,320
Between two and five years
17,490
40,810
40,810
64,130
SEALPAC UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 27 -
27
Ultimate controlling party
The company is controlled by KW Ventures Limited, a company incorporated in England and Wales. The registered office of KW Ventures Limited is 37 Commercial road, Poole, Dorset, BH14 0HU. The ultimate controlling party is Mr K Witheford by virtue of his majority shareholding in KW Ventures Limited
28
Directors' transactions
Mr K Witheford
(A director of the company)
During the year, a total of £79,447 (2022: £190,501) was advanced to and a total of £190,823 (2022: £167,910 was credited by the director in respect of his director’s current account. In addition, interest totalling £1,963 (2022: £3,706) was charged on this balance. At the balance sheet date the amount due from the director was £74,999 (2022: £184,412).
Mr K Jones
(A director of the company)
During the year, a total of £27,715 (2022: £27,984) was advanced to and a total of £94,945 (2022: £80,530) was credited by the director in respect of his director’s current account. In addition, interest totalling £126 (2022: £491) was charged on this balance. At the balance sheet date the amount due to the director was £62,465 (in 2022 date the amount due from the director was: £4,639).
SEALPAC UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 28 -
29
Related party transactions
Transactions with related parties
During the year the company entered into the following transactions with related parties:
KW Ventures Limited
(Parent company)
The company operates an inter-company account with KW Ventures Limited. At the balance sheet date the amount due from KW Ventures Limited was £651,378 (2022: £657,378).
The inter-company account is unsecured, no interest is charged and the balance is repayable on demand.
Jorgkind Limited
(Directors in common)
The company operates an inter-company account with Jorgkind Limited. At the balance sheet date the amount due from Jorgkind Limited was £711,663 (2022: £711,663). During the year, Jorgkind Limited charged rent to Sealpac UK Limited totalling £168,000 (2022: £144,088).
The inter-company account is unsecured, no interest is charged and the balance is repayable on demand.
Sealpac Process & Packaging Solutions Limited
(Directors in common)
The company operates an inter-company account with Sealpac Process & Packaging Solutions Limited. At the balance sheet date the amount due form Sealpac Process & Packaging Solutions Limited was £50,000 (2022: £50,000).
The inter-company account is unsecured, no interest is charged and the balance is repayable on demand.
Sealpac UK Ltd SSAS
(Mr K Witheford is a trustee)
At the balance sheet date the amount due to Sealpac UK Ltd SSAS was £94,229 (2022: £158,478), see note 22.
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