The directors present the strategic report and financial statements for the group for the 52 week period ended 27 April 2024 (2023: 53 week period ended 29 April 2023).
The company has recovered from the costs and disruption of ceasing feed production at Chelmer Mills. The board was disappointed at having to make that decision and lose valued staff. However, it was necessary for the overall good of the business and that decision has been validated by the subsequent improvement in results. Other factors this year have also helped.
Group turnover decreased from £70.7m to £62.1m, owing to falling raw material prices and the discontinuation of commercial farm animal feed sales that generated turnover of £4.4m in the prior period.
Despite the drop in turnover, the gross margin from continuing operations has improved increasing from £16m at a margin of 24.1% to £17m at a margin of 27.3%. This has been attributed to falling raw material prices and a renewed focus on more profitable product lines.
Production and distribution costs for continuing operations have increased slightly from £10.5m to £11m and this has been attributed to increasing energy costs but administrative costs remain consistent at £4.7m.
The defined benefit pension scheme is in an actuarial surplus and gains made on scheme assets have covered the running costs of the scheme.
Group profit, from continuing operations, totalled £1.3m compared to £830k. The gross margin improvement is the main contributing factor in the profit improvement seen for the period under review. A loss of £2m was attributed to the discontinued operation in the prior period.
Group net assets have increased from £9m to £10.4m owing to the profits made in the period and this has also had a positive impact on group cash balances increasing from £523k to £2.2m.
The board is progressing with their plan to bring the new site into use, despite planning delays and complications. Whilst the entrance way construction has started, the company awaits resolution on some minor details. If the site project had moved forward in a timely manner from its initial consideration, we would still have a feed milling business. The lack of space for expansion at our existing site meant that feed production was not viable, and employees lost their jobs. As a family business focused on the long-term, we will continue to press on with the project.
The directors are pleased with the group’s financial performance but are mindful of the challenges that lie ahead for the next financial year that are particularly dependent on factors outside of their control.
There are certain risks and uncertainties in the business that may affect future performance.
Financial risk
The group's principal financial instruments comprise of bank balances, receivables finance facilities, trade debtors and trade creditors. The main purpose of these instruments is to raise funds for the business and to finance the group's operations.
WHM Pet Group Limited is financed by a receivables financing facility. The facility is monitored regularly and sufficient cash is retained to ensure that there are adequate funds for their operations.
The company has a financing facility to ease working capital pressures and to provide greater financial flexibility to navigate through uncertain times and to continually invest in the infrastructure, plant and transport fleet. HSBC UK Bank Plc now hold a fixed and floating charge over the assets at Chelmer Mills, New Street, Chelmsford, CM1 1PN.
As a group, facilities with the main bankers have been maintained to provide a safe level of headroom to cover any seasonal fluctuations in trading.
Credit risk
Trade debtors are managed in respect of credit and cash flow risk by policies covering the credit offered to customers and the regular monitoring of amounts outstanding in terms of both time and credit limits. Further protection for the trade debtors across the group is managed by the way of a credit insurance facility.
Liquidity risk
Trade creditor liquidity risk is managed by ensuring sufficient funds are available to meet amounts as they fall due. This is achieved through close monitoring of the working capital requirements of the businesses and having in place sufficient banking facilities.
Currency risk
The parent company has only limited dealings outside of the UK and therefore its exposure to currency fluctuations is minimal. However the subsidiary company is more reliant on imported goods and therefore fluctuations in currency rates could have a significant impact on the financial results. To mitigate this risk the subsidiary company closely monitors their currency requirements and uses forward contract facilities to provide greater certainty and enable a certain level of price stability.
Competitor risk
The group operates in a highly competitive market place. To combat the constant threat from competitor pricing in all sectors, the group aims to focus on producing a high quality product and providing an efficient and customer friendly service.
The group also benefits from a number of close commercial relationships with both customers and suppliers, damage to which could have a negative impact on the business. The group works hard to manage and maintain these relationships in order to minimise any potential risk.
Commodity risk
A significant proportion of the group’s product costs come from agricultural products.
Wheat prices have decreased through the year as grain has continued to flow out through the Black Sea, despite the war in Ukraine. That trade sets the tone for the world wheat market and keeps it supplied. This is despite some actions that have caused temporary spikes in prices. Looking forward, the world supply and demand is tightening and so ongoing falls in wheat prices are unlikely to continue. The growing variations in the weather pattens and impact on wheat growing do not help with the future certainties of the grain market.
The directors monitor the turnover, operating profit/loss and cash flow as detailed in the business review section above. Trade debtors are a particular focus and debtor days have decreased from 37.1 days, based on continuing operations, to 36.2 days. The directors consider this to be an achievement in the current business climate.
Other key performance indicators
The directors view adherence to food hygiene standards and Health & Safety at work as key non-financial performance indicators.
The directors’ aim is to continually improve Health and Safety standards for the group and its staff. To assist this process the group employs the services of health and safety management specialists.
Future developments
The company celebrated having been in business for 200 years. From its foundation in 1824, there have been many changes to the process, technology and organisation of flour milling. The values of the company remain the same and have stood the test of time.
The directors expect that the activity across the group in the coming year will be somewhat unpredictable. Other cost pressures continue to arise from business rates, labour costs and availability and unnecessary legislation. The present strategy of focusing on flour and petfood will continue. Success will come through the efforts of our senior management team and all employees.
The defined benefit pension scheme is now in actuarial surplus. The company and pension trustees are moving towards an insurance company buyout despite the significant costs involved.
The board of directors of the company consider that they have fulfilled their individual and collective duty under section 172 (1) of the Companies Act 2006 to act in the way they consider, in good faith, would be most likely to promote the success of the company for the benefit of shareholders as a whole and in doing so, have had regard to and recognised the importance of considering all stakeholders and other matters, as detailed below:
(a) Long-term sustainability
The company is focused on ensuring our customers have the highest quality products. We are continually looking at new ways to expand our product range and how we can incorporate new processes and innovations widening our service offering and ensuring the long term sustainability of the business for future generations.
(b) Interests of employees
The directors value our employee’s expertise and commitment and we consider their health and safety to be fundamental to our success. Employees are kept informed through informal and structured communications covering a wide range of issues affecting the performance of the company.
The company treats all employees fairly, supports diversity and promotes equality ensuring equal pay for males or females for equivalent work.
(c) Interests of other stakeholders (suppliers, customers, other)
Customers
Customer service is a top priority and understanding our customer’s needs is at the forefront of our strategy. We provide our customers with quality service and products.
Suppliers
The company has longstanding relationships with many of its key suppliers and these relationships span generations of the same families. We work with like-minded businesses who share our core values and this in turn enables us to maintain the quality in our products and service.
Partners
The company has longstanding relationships with many of its commercial partners.
(d) Impact on community and environment
The company has been and continues to be part of the local agricultural community. It has sold and supported organic products for several decades.
Organic food production is now becoming generally recognised for its contribution to the environment and we are proud to be part of that movement. The company also supports and sells ‘fair to nature’ products which are helping to support the UK’s wild bird populations.
(e) High standards of business conduct
The company operates to high standards of business behaviour and is committed to acting ethically and with integrity across all business relationships. It is committed to ensuring that there is no modern slavery or human trafficking in in its supply chain or any part of the business. The company pays the correct amount of tax in accordance with tax law and practice in the UK and on timely basis
(f) Act fairly between members of the company
The board aims to understand the views of its shareholders and acts in their best interests. It complies with the Articles of Association and the highest standards of conduct as laid out in company and group policies.
On behalf of the board
The directors present their annual report and financial statements for the period ended 27 April 2024.
The results for the period are set out on pages 11 to 12.
Ordinary dividends were paid amounting to £39,960. The directors do not recommend payment of a further dividend.
The directors who held office during the period and up to the date of signature of the financial statements were as follows:
Ensors Accountants LLP were appointed as auditor to the group and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.
A financial boundary has been applied and this report includes all sources of environmental impact from the operations of W & H Marriage & Sons Limited, the parent company. It excludes the operations carried out by its subsidiary, WHM Pet Group Limited.
Scope 1 emissions are those that directly release greenhouse gases ("GHG") including fuel consumed during the manufacturing process, by our warehouses, offices and transport fleet.
Scope 2 emissions are released indirectly from our consumption of energy sources, namely electricity.
The methodology applied to the calculation of GHG emissions is the 'GHG Protocol Corporate Accounting and Reporting Standard'. Carbon factors have been extracted from the 'UK Government GHG Conversion Factors for Company Reporting' and have been used to calculate the GHG emissions where they are not separately provided by the supplier. Emissions are reported as CO2e.
The directors are continuing to implement and monitor the following measures to improve the company's energy efficiency:
• Installed motion sensitive lighting
• Installed LED lighting
• Use high efficiency electric motors
• Use power factor correction
• Improved boiler efficiency with new plant
• Changed the company car policy to electric only vehicles
We have audited the financial statements of W & H Marriage & Sons Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 27 April 2024 which comprise the group statement of comprehensive income, the group statement of financial position, the company statement of financial position, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and parent company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Other information
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the directors' report for the financial period 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.
In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
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.
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the parent company or to cease operations, or have no realistic alternative but to do so.
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
- Enquiry of management, those charged with governance and the entity’s solicitors around actual and potential litigation and claims.
- Reviewing minutes of meetings of those charged with governance.
- Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.
- Auditing the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £1,392,481 (2023 - £1,148,352 loss).
W & H Marriage & Sons Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Chelmer Mills, New Street, Chelmsford, CM1 1PN.
The group consists of W & H Marriage & Sons Limited and all of its subsidiaries.
The company's and the group's principal activities are disclosed in the Directors' report. The nature of the company's operations and the group's operations are that of flour and animal good production and retail.
The financial statements are drawn up to the 52 weeks to 27 April 2024 ("the financial period") and the comparative period is the 53 weeks drawn up to 29 April 2023.
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 certain financial instruments at fair value. The principal accounting policies adopted are set out below.
The 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 for parent company information presented within the consolidated financial statements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The consolidated group financial statements consist of the financial statements of the parent company W & H Marriage & Sons Limited together with all entities controlled by the parent company (its subsidiaries).
All financial statements are made up to 27 April 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Subsidiaries are consolidated in the group's financial statements from the date that control commences until the date that control ceases.
The directors have prepared forecasts and a supporting paper which includes an assessment of the key risks facing the Group, the mitigating actions available to the directors and appropriate sensitivity analysis carried out on the forecasts. Whilst the cost of living crisis is not considered to be a key business risk the directors do acknowledge there is still a level of uncertainty about its impact but they do not consider this affects the Group's ability to continue as a going concern.
These financial statements are prepared on a going concern basis. The directors consider this appropriate on the basis that they have considered the operational budgets and cash flow forecasts for the group for the period through to April 2025 and are confident that the business will continue to trade within its available facilities for the forecast period.
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
Revenue from the sale of goods is recognised upon dispatch from the premises when the significant risks and rewards of ownership of the goods have passed to the buyer, the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the income statement.
In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
Other fixed asset unlisted investments are stated at cost less provisions for impairment.
At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the group's statement of financial position when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
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, 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.
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.
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.
Basic financial liabilities, 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.
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
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.
The tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax 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 income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
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.
For defined contribution schemes the amount charged to the income statement in respect of pension costs is the contributions payable in the period. Differences between contributions payable in the period and contributions actually paid are shown as either accruals or prepayments in the statement of financial position.
The cost of providing benefits under defined benefit plans is determined separately for each plan using the projected unit credit method, and is based on actuarial advice.
The change in the net defined benefit liability arising from employee service during the year is recognised as an employee cost. The cost of plan introductions, benefit changes, settlements and curtailments are recognised as an expense in measuring profit or loss in the period in which they arise.
The net interest element is determined by multiplying the net defined benefit liability by the discount rate, taking into account any changes in the net defined benefit liability during the period as a result of contribution and benefit payments. The net interest is recognised in profit or loss as other finance revenue or cost.
Remeasurement changes comprise actuarial gains and losses, the effect of the asset ceiling and the return on the net defined benefit liability excluding amounts included in net interest. These are recognised immediately in other comprehensive income in the period in which they occur and are not reclassified to profit and loss in subsequent periods.
The net defined benefit pension asset or liability in the balance sheet comprises the total for each plan of the present value of the defined benefit obligation (using a discount rate based on high quality corporate bonds), less the fair value of plan assets out of which the obligations are to be settled directly. Fair value is based on market price information, and in the case of quoted securities is the published bid price. The value of a net pension benefit asset is limited to the amount that may be recovered either through reduced contributions or agreed refunds from the scheme.
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 statement of financial position 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.
Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.
A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.
Transactions in currencies other than the functional currency (foreign currency) are initially recorded at the exchange rate prevailing on the date of the transaction.
Monetary assets and liabilities denominated in foreign currencies are translated at the rate of exchange ruling at the reporting date. Non-monetary assets and liabilities denominated in foreign currencies are translated at the rate prevailing at the date or the transaction, or, if the asset or liability is measured at fair value, the rate when that fair value was determined.
All translation differences are taken to profit or loss, except to the extent that they relate to gains or losses on non-monetary Items recognised in other comprehensive income, when the related translation gain or loss is also recognised in other comprehensive income.
In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
The group makes estimates and assumptions concerning the future. The resulting accounting estimates and assumptions will, by definition, seldom equal the related actual results.
The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial period are discussed below
The charge in respect of periodic depreciation is derived after determining an estimate of an asset's expected useful life and the expected residual value at the end of its life. The useful lives of the group's assets are determined by management at the time the asset is acquired and reviewed at least annually for appropriateness. The lives are based on historical experience with similar assets as well as anticipation of future events, which may impact their life, such as changes in technology.
The company makes an estimate of the value of an investment based on financial information available. Where the company believes that the value is lower than the historic cost, a provision for impairment will be made.
In accordance with FRS 102, deferred tax arising from short term timing differences between depreciation and capital allowances and the fair value gains and losses on foreign currency forward contracts and defined benefit pension schemes has been recognised in the statement of comprehensive income for the period. Management have given consideration to the expected timing and reversal of deferred tax balances in arriving at the rate utilised to measure the deferred tax arising.
Deferred tax assets are recognised only to the extent that the directors consider that they can be reliably measured and it is probable that there will be suitable taxable profits from which the future reversal of the underlying timing differences can be deducted.
Stocks are stated at the lower of cost and net realisable value. Net realisable value is determined by management based on historical experience with similar items as well as anticipation of future changes which may affect the value, such as changes In the economic environment. Additionally, management make regular assessments of provisions for obsolete and slow-moving items to determine their reasonableness and make adjustments as necessary.
The company makes an· estimate of the amount recoverable on trade and other debtors. When assessing the impairment of trade and other debtors, management considers factors including the ageing profile of debtors and historical experience.
The valuation of the defined benefit pension scheme is based on a number of assumptions. Further details can be found in note 27.
The average monthly number of persons (including directors) employed by the group and company during the period was:
Their aggregate remuneration comprised:
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 3 (2022 - 3).
The actual credit for the period can be reconciled to the expected charge/(credit) for the period based on the profit or loss and the standard rate of tax as follows:
In addition to the amount charged to the income statement, the following amounts relating to tax have been recognised directly in other comprehensive income:
Following the closure of the animal feed plant, some equipment was sold and some scrapped. Further work and cost was incurred in this period and is expected to continue into the current financial year.
A dividend of 90p per share was declared for the period ended 27 April 2024 totalling £39,960. This was paid on 05 June 2024.
Included within group plant and equipment are assets to the value of £100,225 (2023: £414,167) which are in the course of construction and therefore not depreciated in this period.
The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts. The depreciation charge in respect of such assets amounted to £127,846 (2023: £108,350) for the period.
Details of the company's subsidiaries at 27 April 2024 are as follows:
The group's policy is to eliminate the majority of its currency exposure by the use of facilities which have contractually fixed rates and time periods in which the currency must be purchased. Individual contracts are for 30 day periods and provide cover for the period from 28 April to 28 June 2024.
At the period the total carrying amount of outstanding foreign exchange forward contracts that the group has committed to are as follows:
The contracts are valued based on available market data. The company does not adopt hedge accounting for forward exchange contracts, consequently fair value gains and losses are recognised in profit or loss.
Finance lease payments represent rentals payable by the company or group 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 6 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.
Included within prior year creditors of the group is a receivables finance which is secured against the eligible book debts of the group and by cross guarantee as disclosed in note 20.
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
The group operates the W & H Marriage & Sons Limited Group Personal Pension Scheme, a defined contribution pension scheme for all qualifying employees in the United Kingdom. The assets of the scheme are held separately from those of the group in an independently administered fund. The group also operates the W & H Marriage & Sons Retirement Benefit Scheme, which is also a defined contribution pension scheme for all qualifying employees in the United Kingdom. The assets of the scheme are held separately from those of the group in an independently administered fund.
The group sponsors the W & H Marriage & Sons limited Retirement and Death Benefits Scheme, a funded defined benefit arrangement which closed to future accrual on 16 December 2004. All active members at that date became deferred pensioners.
The most recent comprehensive actuarial valuation of the plan assets and the present value of the defined benefit obligation was carried out at 15 December 2015.
Assumed life expectations on retirement at age 65:
The amounts included in the statement of financial position arising from the company's obligations in respect of defined benefit plans are as follows:
The defined benefit obligations arise from plans which are wholly or partly funded.
The actual return on plan assets was £235,000 (2023 - £242,000).
The share premium account represents consideration received for shares issued above their nominal value net of transaction costs.
The capital redemption reserve represents the nominal value of shares repurchased and still held at the end of the reporting period.
The profit and loss account reserve represents cumulative profit and loss net of distributions to owners.
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
Amounts contracted for but not provided in the financial statements:
The remuneration of key management personnel, some of whom are also directors of the parent company, is as follows:
During the period the group entered into the following transactions with related parties:
The following amounts were outstanding at the reporting end date:
The following amounts were outstanding at the reporting end date:
Included within rent is £25,000 (2023: £20,000) paid to Marriages Discretionary Trust who owns the subsidiary company office. Marriages Discretionary Trust is a related party through trustees who are also directors of the company. There are amounts outstanding at the period end totalling £2,083 (2023: £nil).
During the period the Company made loans available to group companies totalling £250,000. This was repaid in full during the period. Interest on this loan amounted to £38,462.
Loans totalling £nil (2023: £60,000) from Directors' are included within other creditors, no interest has been accrued on these loans. .
There were no transactions with Directors' of W & H Marriage & Sons in the year (2023:Nil)
Furthermore, there were no outstanding balances with Directors' in the year (2023:Nil)