Registration number:
Nella Holdings Limited
for the Year Ended 31 December 2023
Nella Holdings Limited
Contents
Company Information |
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Strategic Report |
|
Directors' Report |
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Statement of Directors' Responsibilities |
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Independent Auditor's Report |
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Consolidated Profit and Loss Account |
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Consolidated Balance Sheet |
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Balance Sheet |
|
Consolidated Statement of Changes in Equity |
|
Statement of Changes in Equity |
|
Consolidated Statement of Cash Flows |
|
Notes to the Financial Statements |
Nella Holdings Limited
Company Information
Directors |
Mr M P P Nella Mr S Nella Mr M F Nella Mrs C F Nella |
Registered office |
|
Auditors |
|
Nella Holdings Limited
Strategic Report for the Year Ended 31 December 2023
The directors present their strategic report for the year ended 31 December 2023.
Principal activity
The company is a non-trading holding company, the principal activity of the subsidiary Nella Limited is property rental, and the principal activity of the subsidiary Nella Cutlery South Limited and Nella France is the provision of knife sharpening services.
Fair review of the business
The group continued to operate from its head office in South East London and via its branch network in the UK.
Capital expenditure continues as an active part of that growth strategy and there are no plans to reduce ongoing investment.
The group's key financial and other performance indicators during the year were as follow:
(i) Profit for the period was £1.43m compared to £1.37m in the period to 31 December 2022.
(ii) The balance sheet shows that net assets at the year end have increased from £4.36m to £5.65m.
Then within different operational and sales sectors within the business there are appropriate measures in place to target performance and profitability, including:
- Sales staff are set new customer targets. and reviewed quarterly.
- All other staff are set departmental incentivisation targets with a view to sharing in the company's increased productivity and profitability.
- Each location has its own bespoke financial and non-financial KPls to measure against overall company performance.
The group had net assets at the year-end of £5.65m and cash reserves of £1.13m, the cash reserves having increased upon the position at December 2022. When measuring performance of the group against the key performance indicators the Directors consider that both the results for the year and the group’s position as at the year-end are satisfactory.
Nella Holdings Limited
Strategic Report for the Year Ended 31 December 2023
Principal risks and uncertainties
The Directors regularly consider the implications of risk to the group and are confident that with regard to that exposure to risk there are sufficient internal procedures in place to identify and minimise that exposure.
The group maintains adequate insurance cover where relevant for commercial risks that are insurable, and these are regularly reviewed and kept up to date.
The Directors consider that there are identifiable risks or uncertainties. However, they continue to monitor the following in order to have flexibility in planning:
- Manual labour staffing requirements, employment regulations, and ongoing recruitment within cost budgets.
- External pressures on the hospitality and catering sectors and how that might impact the group’s business.
The directors remain confident that our business can continue to be successfully managed through any business challenges and we remain vigilant in our responses.
Approved by the Board on
Mr M F Nella
Director
Nella Holdings Limited
Directors' Report for the Year Ended 31 December 2023
The directors present their report and the for the year ended 31 December 2023.
Directors of the group
The directors who held office during the year were as follows:
Financial instruments
Objectives and policies
The group's principal financial instruments include bank overdrafts and loans, the main purpose of which is to raise finance for its operations. In addition, the group has various other financial assets and liabilities such as trade debtors and trade creditors arising directly from operations.
Price risk, credit risk, liquidity risk and cash flow risk
The group manages its cash and borrowing requirements in order to maximise interest income and minimise interest expense, whilst ensuring it has sufficient liquid resources to meet the operating needs of the business.
Investments of cash surpluses and borrowings are made through banks and institutions which must fulfill credit rating criteria approved by the Board. All customers who wish to trade on credit terms are subject to credit verification procedures and trade debtors are reviewed on a regular basis and provision is made for doubtful debts when necessary.
Future developments
The group has a strong commitment to all its customers and, as detailed in the Strategic Report, the group is expected to continue to seek new opportunities to maintain its strong position in the market.
Disclosure of information to the auditor
Each director has taken 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 auditor is aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.
Approved by the Board on
Mr M F Nella
Director
Nella Holdings Limited
Statement of Directors' Responsibilities
The directors acknowledge their responsibilities for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and the company and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:
• |
select suitable accounting policies and apply them consistently; |
• |
make judgements and accounting estimates that are reasonable and prudent; |
• |
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group's and the company's transactions and disclose with reasonable accuracy at any time the financial position of the group and the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Nella Holdings Limited
Independent Auditor's Report to the Members of Nella Holdings Limited
Opinion
We have audited the financial statements of Nella Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023, which comprise the Consolidated Profit and Loss Account, Consolidated Balance Sheet, Balance Sheet, Consolidated Statement of Changes in Equity, Statement of Changes in Equity, Consolidated Statement of Cash Flows, and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
Opinion on the financial statements
In our opinion the financial statements:
• | give a true and fair view of the state of the group's and the company's affairs as at 31 December 2023 and of the group's 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. |
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 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 entity's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Other information
The directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
Nella Holdings Limited
Independent Auditor's Report to the Members of Nella Holdings Limited
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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.
Opinion on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
• |
the information given in the Strategic Report and Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
• |
the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements. |
Matters on which we are required to report by exception
In the light of our 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 and the Directors' Report.
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
• | adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
• | the parent company financial statements are not in agreement with the accounting records and returns; or |
• | certain disclosures of directors' remuneration specified by law are not made; or |
• | we have not received all the information and explanations we require for our audit. |
Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities (set out on page 5), 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 group’s and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.
Nella Holdings Limited
Independent Auditor's Report to the Members of Nella Holdings Limited
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
Discussions were held with, and enquiries made of, management and those charged with governance with a view to identifying those laws and regulations that could be expected to have a material impact on the financial statements. During the engagement team briefing, the outcomes of these discussions and enquiries were shared with the team, as well as consideration as to where and how fraud may occur in the entity.
The following laws and regulations were identified as being of significance to the entity:
• |
those laws and regulations considered to have a direct effect on the financial statements include UK financial reporting standards, Company Law, Tax and Pensions legislation, and distributable profits legislation. |
• |
it is considered that non-compliance with health and safety laws and regulations may be fundamental to the operating aspects of the business. |
Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised of: inquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; enquiries with the same concerning any actual or potential litigation or claims; inspection of relevant legal correspondence; review of board minutes; testing the appropriateness of entries in the nominal ledger, including journal entries; reviewing transactions around the end of the reporting period; and the performance of analytical procedures to identify unexpected movements in account balances which may be indicative of fraud.
No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity’s controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Nella Holdings Limited
Independent Auditor's Report to the Members of Nella Holdings Limited
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.
For and on behalf of
Nexus House
Cray Road
Kent
DA14 5DA
Nella Holdings Limited
Consolidated Profit and Loss Account for the Year Ended 31 December 2023
Note |
2023 |
2022 |
|
Turnover |
|
|
|
Cost of sales |
( |
( |
|
Gross profit |
|
|
|
Administrative expenses |
( |
( |
|
Operating profit |
|
|
|
Gain on financial assets at fair value through profit and loss account |
|
- |
|
Other interest receivable and similar income |
|
|
|
Interest payable and similar expenses |
( |
( |
|
Profit before tax |
|
|
|
Taxation |
( |
( |
|
Profit for the financial year |
|
|
No Statement of Comprehensive Income has been presented as there is no movement through other comprehensive income for the year.
Nella Holdings Limited
(Registration number: 10633614)
Consolidated Balance Sheet as at 31 December 2023
Note |
2023 |
2022 |
|
Fixed assets |
|||
Intangible assets |
|
|
|
Tangible assets |
|
|
|
|
|
||
Current assets |
|||
Stocks |
|
|
|
Debtors |
|
|
|
Cash at bank and in hand |
|
|
|
|
|
||
Creditors: Amounts falling due within one year |
( |
( |
|
Net current assets |
|
|
|
Total assets less current liabilities |
|
|
|
Creditors: Amounts falling due after more than one year |
( |
( |
|
Provisions for liabilities |
( |
( |
|
Net assets |
|
|
|
Capital and reserves |
|||
Called up share capital |
|
|
|
Share premium reserve |
|
|
|
Profit and loss account |
|
|
|
Total equity |
|
|
Approved and authorised by the
Mr M F Nella
Director
Nella Holdings Limited
(Registration number: 10633614)
Balance Sheet as at 31 December 2023
Note |
2023 |
2022 |
|
Fixed assets |
|||
Investments |
|
|
|
Current assets |
|||
Debtors |
|
|
|
Cash at bank and in hand |
|
|
|
|
|
||
Creditors: Amounts falling due within one year |
( |
( |
|
Net current liabilities |
( |
( |
|
Total assets less current liabilities |
|
|
|
Creditors: Amounts falling due after more than one year |
( |
( |
|
Net assets |
|
|
|
Capital and reserves |
|||
Called up share capital |
|
|
|
Profit and loss account |
|
|
|
Total equity |
|
|
The company made a profit after tax for the financial year of £2,190,255.
Approved and authorised by the
Mr M F Nella
Director
Nella Holdings Limited
Consolidated Statement of Changes in Equity for the Year Ended 31 December 2023
Share capital |
Share premium |
Profit and loss account |
Total |
|
At 1 January 2023 |
|
|
|
|
Profit for the year |
- |
- |
|
|
Total comprehensive income |
- |
- |
|
|
Dividends |
- |
- |
( |
( |
At 31 December 2023 |
|
|
|
|
Share capital |
Share premium |
Profit and loss account |
Total |
|
At 1 January 2022 |
|
|
|
|
Profit for the year |
- |
- |
|
|
Total comprehensive income |
- |
- |
|
|
Dividends |
- |
- |
( |
( |
At 31 December 2022 |
|
|
|
|
Nella Holdings Limited
Statement of Changes in Equity for the Year Ended 31 December 2023
Share capital |
Retained earnings |
Total |
|
At 1 January 2023 |
|
|
|
Profit for the year |
- |
|
|
Dividends |
- |
( |
( |
At 31 December 2023 |
|
|
|
Share capital |
Retained earnings |
Total |
|
At 1 January 2022 |
|
|
|
Profit for the year |
- |
|
|
Dividends |
- |
( |
( |
At 31 December 2022 |
|
|
|
Nella Holdings Limited
Consolidated Statement of Cash Flows for the Year Ended 31 December 2023
Note |
2023 |
2022 |
|
Cash flows from operating activities |
|||
Profit for the year |
|
|
|
Adjustments to cash flows from non-cash items |
|||
Depreciation and amortisation |
|
|
|
Changes in fair value of investment property |
( |
- |
|
Loss/(profit) on disposal of tangible assets |
|
( |
|
Finance income |
( |
( |
|
Finance costs |
|
|
|
Corporation tax expense |
|
|
|
|
|
||
Working capital adjustments |
|||
Decrease/(increase) in stocks |
|
( |
|
Increase in trade debtors |
( |
( |
|
Increase in trade creditors |
|
|
|
Cash generated from operations |
|
|
|
Corporation taxes paid |
( |
( |
|
Net cash flow from operating activities |
|
|
|
Cash flows from investing activities |
|||
Interest received |
|
|
|
Acquisitions of tangible assets |
( |
( |
|
Proceeds from sale of tangible assets |
|
|
|
Acquisitions of intangible fixed assets |
( |
- |
|
Net cash flows from investing activities |
( |
( |
|
Cash flows from financing activities |
|||
Interest paid |
( |
( |
|
Repayment of bank borrowing |
( |
( |
|
Repayment of other borrowing |
( |
( |
|
Dividends paid |
( |
( |
|
Net cash flows from financing activities |
( |
( |
|
Net increase/(decrease) in cash and cash equivalents |
|
( |
|
Cash and cash equivalents at 1 January |
|
|
|
Cash and cash equivalents at 31 December |
1,103,625 |
844,460 |
Nella Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
General information |
The company is a private company limited by share capital, incorporated in England.
The principal activity of the individual company and group is disclosed in the Strategic Report.
The address of its registered office and principal place of business is:
Accounting policies |
Summary of significant accounting policies and key accounting estimates
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
Basis of preparation
These financial statements have been prepared in accordance with applicable United Kingdom accounting standards, Financial Reporting Standard 102 - 'The Financial Reporting standard applicable in the United Kingdom and Republic of Ireland' ('FRS 102'), and with the Companies Act 2006.
These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.
Basis of consolidation
The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 December 2023.
A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.
The results of subsidiaries acquired or disposed of during the year are included in the Profit and Loss Account from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.
Nella Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
The purchase method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill.
Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.
Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.
Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group.
No profit and loss account is presented for the company as permitted by Section 408 of the Companies Act 2006.
Going concern
The company's business activities, together with the factors likely to affect its future development, performance and position are set out in the Strategic Report and the Directors' Report together with a summary of the key business risks the company faces. Following the business recovery in the prior years which has continued into 2023 the directors believe that the company is well placed to manage its business risks successfully, and to maintain positive cash flows for the foreseeable future. After making enquiries, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the annual report and accounts.
Nella Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Critical accounting judgements and key sources of estimation uncertainty
In the application of the group's accounting policies management is required to make judgements, estimates and assumptions about the carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are based on historic experience and other factors that are considered to be relevant. Actual results may differ from these estimates. |
Specifically, judgements and estimates are required in determining the useful economic lives of tangible and intangible fixed assets, the recoverability of trade debtors and the valuation of stock. |
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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. |
Revenue recognition
Turnover comprises the fair value of the consideration received or receivable for the provision of services in the ordinary course of the group's activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts.
The group recognises revenue when:
- the amount of revenue can be reliably measured;
- it is probable that future economic benefits will flow to the entity;
- and specific criteria have been met for each of the group's activities.
Government grants
The group has adopted the accrual model for accounting for government grants. Grants relating to revenue are recognised in income on a systematic basis over the same period as the related costs for which the grant is intended to compensate. Grants relating to assets are recognised in income on a systematic basis over the expected useful life of the asset.
Foreign currency transactions and balances
Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.
Tax
The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.
The current corporation tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the group operates and generates taxable income.
Nella Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Deferred corporation tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements and on unused tax losses or tax credits in the group. Deferred corporation tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
Tangible assets
Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.
The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.
Depreciation
Freehold land and buildings is carried at fair value, derived from the current market prices for comparable real estate determined annually by external valuers/the directors. The valuers use observable market prices, adjusted if necessary for any difference in the nature, location or condition of the specific asset. Changes in fair value are recognised in profit or loss.
Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:
Asset class |
Depreciation method and rate |
Freehold improvements |
10% straight line |
Plant and machinery |
25% reducing balance / 2 years |
Fixtures and fittings |
25% reducing balance |
Computer equipment |
25% reducing balance |
Motor vehicles |
25% reducing balance |
Amortisation
Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:
Asset class |
Amortisation method and rate |
Goodwill |
10% straight line |
Investments
Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.
Dividends on equity securities are recognised in income when receivable.
Nella Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Financial instruments
Classification
Financial assets are classified as financial assets at fair value through profit or loss, loans and debtors, held-to-maturity investments, available-for-sale financial assets, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. The group determines the classification of its financial assets at initial recognition.
Financial liabilities are classified as financial liabilities at fair value through profit and loss, loans and borrowings, trade and other creditors, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. The group determines the classification of its financial liabilities at initial recognition.
Recognition and measurement
Impairment
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.
Trade and other debtors
Trade and other debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. In such cases debtors are stated at transaction price less impairment losses. A provision for the impairment of trade debtors is established when there is objective evidence that the group will not be able to collect all amounts due according to the original terms of the transaction.
Nella Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell.
The cost of finished goods comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. At each reporting date, stocks are assessed for impairment. If stocks are impaired, the carrying amount is reduced to its selling price less costs to complete and sell; the impairment loss is recognised immediately in profit or loss.
Trade and other creditors
Trade and other creditors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, except where the effect of discounting would be immaterial. In such cases creditors are stated at transaction price.
Borrowings
Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the Profit and Loss Account over the period of the relevant borrowing.
Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.
Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.
Provisions
Provisions are recognised when the group has an obligation at the reporting date as a result of a past event, it is probable that the group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.
Leases
Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.
Share capital
Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.
Dividends
Dividend distribution to the group's shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.
Nella Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Turnover |
The analysis of the group's revenue for the year from continuing operations is as follows:
2023 |
2022 |
|
Hire of goods and sale of equipment |
|
|
The analysis of the group's turnover for the year by market is as follows:
2023 |
2022 |
|
UK |
|
|
Europe |
|
|
|
|
Operating profit |
Arrived at after charging/(crediting)
2023 |
2022 |
|
Depreciation expense |
|
|
Amortisation expense |
|
|
Operating lease expense - plant and machinery |
|
|
Loss/(profit) on disposal of property, plant and equipment |
|
( |
Interest payable and similar expenses |
2023 |
2022 |
|
Interest on bank overdrafts and borrowings |
|
|
Interest expense on other finance liabilities |
|
|
|
|
Nella Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Staff costs |
The aggregate payroll costs (including directors' remuneration) were as follows:
2023 |
2022 |
|
Wages and salaries |
|
|
Social security costs |
|
|
Pension costs, defined contribution scheme |
|
|
Other employee expense |
|
|
|
|
The average number of persons employed by the group (including directors) during the year, analysed by category was as follows:
2023 |
2022 |
|
Production |
|
|
Administration and support |
|
|
Other departments |
|
|
|
|
Directors' remuneration |
The directors' remuneration for the year was as follows:
2023 |
2022 |
|
Remuneration |
|
|
Directors' pension contribution |
|
- |
92,730 |
93,826 |
Auditors' remuneration |
2023 |
2022 |
|
Audit of these financial statements |
1,155 |
1,100 |
Nella Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Taxation |
Tax charged/(credited) in the consolidated profit and loss account
2023 |
2022 |
|
Current taxation |
||
UK corporation tax |
|
|
Deferred taxation |
||
Arising from origination and reversal of timing differences |
|
|
Tax expense in the income statement |
|
|
The tax on profit before tax for the year is higher than the standard rate of corporation tax in the UK (2022 - higher than the standard rate of corporation tax in the UK) of
The differences are reconciled below:
2023 |
2022 |
|
Profit before tax |
|
|
Corporation tax at standard rate |
|
|
Effect of property revaluation not taxable |
( |
- |
Effect of expense not deductible in determining taxable profit (tax loss) |
|
|
Effect of foreign tax rates |
|
|
Deferred tax expense |
|
|
Tax (decrease)/increase from effect of capital allowances and depreciation |
( |
|
Tax (decrease)/increase from other short-term timing differences |
( |
|
Other tax effects for reconciliation between accounting profit and tax expense (income) |
|
( |
Total tax charge |
|
|
Based on current capital investment plans the group expects future timing differences between depreciation and capital allowances to remain at a similar level to the current year.
Nella Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Deferred tax
Group
Deferred tax assets and liabilities
2023 |
Liability |
Difference between accumulated depreciation and amortisation and capital allowances |
|
Revaluation of investment properties |
|
|
2022 |
Liability |
Difference between accumulated depreciation and amortisation and capital allowances |
|
Revaluation of investment properties |
|
|
Based on current capital investment plans the company expects to continue to claim capital allowances in excess of depreciation in future years at a slightly lower level than in the current year.
The main rate of corporation tax increased to 25% from 1 April 2023.
The deferred tax balance is measured at 25% (2022:25%).
Nella Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Intangible assets |
Group
Goodwill |
Total |
|
Cost or valuation |
||
At 1 January 2023 |
|
|
Additions |
|
|
At 31 December 2023 |
|
|
Amortisation |
||
At 1 January 2023 |
|
|
Amortisation charge |
|
|
At 31 December 2023 |
|
|
Carrying amount |
||
At 31 December 2023 |
|
|
At 31 December 2022 |
|
|
The amortisation expense for the year is included in administration expenses. The remaining amortisation period is 0.9 years, 4 years and 5 years.
Nella Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Tangible assets |
Group
Freehold property |
Furniture, fittings and equipment |
Motor vehicles |
Other property, plant and equipment |
Total |
|
Cost or valuation |
|||||
At 1 January 2023 |
|
|
|
|
|
Revaluations |
|
- |
- |
- |
|
Additions |
|
|
|
|
|
Disposals |
- |
- |
( |
( |
( |
At 31 December 2023 |
|
|
|
|
|
Depreciation |
|||||
At 1 January 2023 |
|
|
|
|
|
Charge for the year |
|
|
|
|
|
Eliminated on disposal |
- |
- |
( |
( |
( |
At 31 December 2023 |
|
|
|
|
|
Carrying amount |
|||||
At 31 December 2023 |
|
|
|
|
|
At 31 December 2022 |
|
|
|
|
|
Nella Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Investments |
Company
2023 |
2022 |
|
Investments in subsidiaries |
|
|
Subsidiaries |
£ |
Cost or valuation |
|
At 1 January 2023 |
|
Carrying amount |
|
At 31 December 2023 |
|
At 31 December 2022 |
|
Details of undertakings
Details of the investments in which the company holds 20% or more of the nominal value of any class of share capital are as follows:
Undertaking |
Registered office |
Holding |
Proportion of voting rights and shares held |
|
2023 |
2022 |
|||
Subsidiary undertakings |
||||
|
Ordinary |
|
|
|
England |
||||
|
Ordinary |
|
|
|
England |
||||
|
34 Bd des Italiens
|
Ordinary |
|
|
France |
Subsidiary undertakings |
Nella Cutlery South Limited The principal activity of Nella Cutlery South Limited is |
Nella Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Nella Limited The principal activity of Nella Limited is |
SAS Nella France The principal activity of SAS Nella France is |
Stocks |
Group |
Company |
|||
2023 |
2022 |
2023 |
2022 |
|
Other inventories |
|
|
- |
- |
Debtors |
Group |
Company |
|||
Current |
2023 |
2022 |
2023 |
2022 |
Trade debtors |
|
|
- |
- |
Other debtors |
|
|
|
|
Prepayments and accrued income |
|
|
- |
- |
|
|
|
|
Cash and cash equivalents |
Group |
Company |
|||
2023 |
2022 |
2023 |
2022 |
|
Cash on hand |
|
|
|
|
Cash at bank |
|
|
- |
- |
|
|
|
|
|
Bank overdrafts |
( |
- |
- |
- |
Cash and cash equivalents in statement of cash flows |
1,103,625 |
844,460 |
143 |
139 |
Nella Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Creditors |
Group |
Company |
|||
2023 |
2022 |
2023 |
2022 |
|
Due within one year |
||||
Loans and borrowings |
|
|
|
|
Trade creditors |
|
|
- |
- |
Amounts due to group undertakings |
- |
- |
- |
|
Social security and other taxes |
|
|
- |
- |
Other creditors |
|
|
- |
- |
Accruals and deferred income |
|
|
- |
- |
Corporation tax |
454,414 |
409,712 |
- |
- |
|
|
|
|
|
Due after one year |
||||
Loans and borrowings |
|
|
|
|
Loans and borrowings |
Group |
Company |
|||
2023 |
2022 |
2023 |
2022 |
|
Non-current loans and borrowings |
||||
Bank borrowings |
|
|
- |
- |
Other borrowings |
|
|
|
|
|
|
|
|
Group |
Company |
|||
2023 |
2022 |
2023 |
2022 |
|
Current loans and borrowings |
||||
Bank borrowings |
|
|
- |
- |
Bank overdrafts |
|
- |
- |
- |
Other borrowings |
|
|
|
|
|
|
|
|
Nella Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Group
Bank borrowings
The bank loans and overdrafts are secured by a guarantee from other group members, a debenture and a first legal charge over the group's properties. |
Further bank loans and overdrafts are denominated in Sterling with a nominal interest rate of 2.65% over base rate, and the final instalments on the loans are due between 8 November 2024 and 25 November 2035. The carrying amount at the year end is £675,647 (2022 - £991,510).
The bank loans and overdrafts are secured by a debenture dated 25 April 2012 incorporating fixed and floating charges over the undertaking and all property and assets present and future and legal charges over the group’s freehold properties including all rents receivable from any leases granted dated, 28 May 2014; 8 July 2014; 22 August 2014 and 22 October 2019.
Other borrowings
A loan has been provided with a carrying amount of £2,800,721 (2022: £3,103,143) and is denominated in Sterling with no interest charged. A discount rate of 2.5% has been used to determine the amortised cost. The final instalment is due on 4 April 2032.
The loan is unsecured.
Capital repayments are made monthly.
Included in the loans and borrowings are the following amounts due after more than five years:
2023 |
2022 |
|
After more than five years by instalments |
|
|
Company
Other borrowings
A loan has been provided with a carrying amount of £2,800,721 (2022: £3,103,143) and is denominated in Sterling with no interest charged. A discount rate of 2.5% has been used to determine the amortised cost. The final instalment is due on 4 April 2032.
The loan is unsecured.
Capital repayments are made monthly.
Nella Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Deferred tax and other provisions |
Group
Deferred tax |
Other provisions |
Total |
|
At 1 January 2023 |
|
|
|
Additional provisions |
|
- |
|
At 31 December 2023 |
|
|
|
|
Other provisions relates to essential building works required under the group’s operating leases.
Pension and other schemes |
The group operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the group to the scheme and amounted to £
Share capital |
Allotted, called up and fully paid shares
2023 |
2022 |
|||
No. |
£ |
No. |
£ |
|
|
|
625 |
|
625 |
|
|
165 |
|
100 |
|
|
165 |
|
100 |
|
|
145 |
|
275 |
|
|
|
|
Rights, preferences and restrictions
Ordinary shares have the following rights, preferences and restrictions: |
Reserves |
The profit and loss account includes £1,254,859 (2022 - £910,862) of non-distributable reserves relating to the revaluation of investment properties.
Nella Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Dividends |
Interim dividends paid
2023 |
2022 |
|
Interim dividend of £ |
|
|
Interim dividend of £ |
|
|
|
|
Analysis of changes in net debt |
Group
At 1 January 2023 |
Financing cash flows |
At 31 December 2023 |
|
Cash and cash equivalents |
|||
Cash |
844,460 |
288,314 |
1,132,774 |
Borrowings |
|||
Long term borrowings |
(4,935,023) |
1,429,506 |
(3,505,517) |
|
|||
( |
|
( |
Related party transactions |
Group
Transactions with directors |
2023 |
At 1 January 2023 |
Advances to director |
Repayments by director |
At 31 December 2023 |
|
||||
Directors' loan accounts |
|
|
( |
|
2022 |
At 1 January 2022 |
Advances to director |
Repayments by director |
At 31 December 2022 |
|
||||
Directors' loan accounts |
( |
|
( |
|
Nella Holdings Limited
Notes to the Financial Statements for the Year Ended 31 December 2023
Director loans are provided interest free and without security.
Summary of transactions with other related parties
Expenditure with and payables to related parties
2023 |
Other related parties |
Rendering of services |
|
|
2022 |
Other related parties |
Rendering of services |
|
|
Loans from related parties
2023 |
Other related parties |
At start of period |
|
Advanced |
|
Repaid |
( |
At end of period |
|
|
2022 |
Other related parties |
At start of period |
|
Advanced |
|
Repaid |
( |
At end of period |
|
|
Control |