The directors present the strategic report for the year ended 30 April 2024.
The Foodnet Holdings Limited Group has a developed strategic plan which is reviewed every year. This is being delivered in all areas of the business to:
Maintain and strengthen our position in the food industry.
Develop and support our customers and suppliers to ensure that we maintain high standards of professionalism.
Maintain and build upon our financial performance.
Encourage development to improve quality and reputation of Frozen Food.
The principal activity of the group continued to be that of wholesale import and export of frozen foods.
Foodnet constantly monitors aspects of the business to keep check of its performance. Cash and stock levels are monitored daily, while turnover and profits are monitored constantly and compared to previous year to date and monthly figures. This ensures Foodnet is performing as expected given current markets and external conditions.
Turnover increased by 10.74% to £56.3M, whereas gross profit rose by £3.1M to £8.3M.
Inflation is reducing but the trend isn’t following into the frozen food industry yet. Shipping volatility and demand outstripping supply has also driven food inflation to be maintained. Shipping has come back down from China but concerns over the conflict in Israel gives us a fear of escalation in the Middle East.
In the year of 2023-24 we have seen the following events affect our business.
Global temperatures shattering records due to climate change.- pushing farmers towards more profitable stable crops and away from high risk options.
India surpassing China as the world’s most populous country. India putting restrictions on crops available for export.
Hamas attacks on Israel.- Shipping has come down from China but then increased again due to the attacks on the ships in the red sea. Vessels are facing extra costs to avoid the risk now sailing around the Cape of Good Hope 3500 nautical miles more.
Ukraine’s counter offensive. We have still seen Energy/fuel prices stabilizing.
Risk
Currency fluctuation and crops are always a risk to our industry due to multiple supply origins, which is why we have a wide supplier base to minimise these risks. We have introduced new supply paths to sustain demand which inherently hold more risk than the long-term relationships forged over time.
Competitive Risk
The group operates in a competitive environment, to mitigate this risk, we ensure that the services provided are in line with our customers’ needs, and that strong relationships are maintained with our key customers. We are holding cash reserves by maintaining a healthy cashflow which should offer our suppliers and customers peace of mind especially with commercial borrowing at its highest in a decade.
Technical Risk
The group is BRC accredited, and these reflect our quality management principles. The group ensures that it has appropriate professional indemnity insurance.
In the coming year we aim to maintain market share adding as many new clients as we possibly can. We will continue to develop our relationships with customers, generating new business where possible and maintaining retention levels.
We would aim to maintain our turnover year on year balancing growth against inflationary changes.
We are committed to a move to a sustainable, low carbon economy. We are aiming to reduce and ultimately eliminate the impact to the environment from our operations. Foodnet Holdings Limited recognises that a healthy environment is fundamental to the prosperity and wellbeing of, not only our employees, but also our local communities. Our company acknowledges that whilst our activities may have adverse effects on the environment, we can take steps to minimise those negative impacts. We recognise that policies to protect the environment are crucial and will ensure we comply with all environmental regulations, laws, and codes of practice, as applicable.
Our commitment:
Promote responsibility for the environment within the organisation and to communicate and implement this policy at all levels within the business.
Provide adequate resources to ensure we are able to meet our commitment to this policy. - Comply with all relevant environmental legislation/regulation.
To improve the energy efficiency to minimise and eliminate any adverse impact on our local and global environment.
We have moved our company cars fleet to 84% Electric and have installed chargers at our premises, we will be aiming to get this to 100% in the next three years.
Foodnet Limited as an ethical, responsible trading company is committed to ensuring modern slavery and human trafficking does not exist within our organisation or supply chain. We encourage all our suppliers to hold BRC (British Retail Consortium) accreditation or equivalent GFSI (Global Food Safety Initiative) standard. We are a member of SEDEX (Supplier Ethical Data Exchange) and are actively encouraging all suppliers to register and connect. Our aim is that 100% of our suppliers are members. We use BRC, SEDEX or equivalent accreditation as part of our due diligence with suppliers. We also undertake our own supplier audits where we feel there is a higher risk.
Post year end the following dividends have been declared:
31 May 2024, dividends totalling £30,286.
30 June 2024, dividends totalling £30,286.
31 July 2024, dividends totalling £30,286.
31 August 2024, dividends totalling £30,286.
30 September 2024, dividends totalling £30,286.
31 October 2024, dividends totalling £30,286.
30 November 2024, dividends totalling £50,286.
31 December 2024, dividends totalling £110,286.
In accordance with Section 172 of the Companies Act 2006, the directors consider that, during the year ended 30 April 2024, they have acted in a way that they consider, in good faith, would most likely promote the success of the group for its members as a whole, having regard to the likely impact of any decisions in the long term, and the broader interest of the stakeholders, as required by the act, as highlighted below:
Employees:
As an employer, Foodnet provides an effective training program to ensure that all staff members are trained to the required standard, and in line with any regulatory requirements.
Our business is relatively non-hierarchical with only two levels, the directors and the employees all of whom are permanent and with employment contracts. We support our team encouraging growth for mutual benefit. Our office has been dedicated to reducing our carbon footprint by encouraging the use of Electric cars, office recycling and replacing old equipment like lighting to energy efficient LED’s. Our computers are new energy efficient micro form factor PC’s. We foster a collaborative and inclusive environment.
We value our suppliers immensely as trading partners. Since Brexit unfortunately Britain has not been the customer of choice for many of our European sites so we have had to work hard at maintaining the important historical relationships we are lucky to have formed. We have regular meetings and carry out quality audits and checks to maintain standards and encourage best practices and environmental impacts. We have encouraged the need to record and reduce their carbon footprint utilizing the large roof areas of stores with Solar and where possible Wind Turbines. Our suppliers are encouraged to be involved with Sedex, Smeta, Valid IT, Global Gap Vega plan & Red Tractor where possible.
Being in the industry for over 40 years we have managed to build strong relationships with most of the manufacturing industry that is using frozen ingredients. We continue to support NPD with our historical partners and encourage new relationships. We have dedicated account managers who regularly check customer satisfaction including performance reports. We also carry out quality testing surpassing the industry expectations. We have encouraged our clients to look at their factory requirements around packaging and encouraged a move from cartons to sacks or bulk octabins to improve unnecessary waste.
To help our local community we support Amersham in Bloom who win awards each year for the way they keep the local memorial garden and hanging baskets providing a nicer environment for staff and visitors to the area.
We continue to support Thames Fareshare helping charities and beneficiaries in our region with positive & social impacts whilst helping us to reduce our food waste, putting to good use any surplus food that we have through our business.
Significant decisions made during the year, such as investing in new equipment and launching sustainable packaging initiatives, have been made with these considerations in mind. These decisions are expected to have positive long-term impacts on our efficiency, product quality, and environmental footprint.
Signed on behalf of the directors
The directors present their annual report and financial statements for the year ended 30 April 2024.
The results for the year are set out on page 12.
Ordinary dividends were declared amounting to £1,771,384 (2023: £1,909,854).
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
In accordance with the company's articles, a resolution proposing that Verallo be reappointed as auditor of the group will be put at a General Meeting.
As the group has not consumed more than 40,000 kWh of energy in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.
We have audited the financial statements of Foodnet Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 April 2024 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, 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 year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
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.
Our approach was as follows:
We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience, and through discussion with the directors and other management (as required by auditing standards), the policies and procedures regarding compliance with laws and regulations;
We considered the legal and regulatory frameworks directly applicable to the financial statements reporting framework (FRS 102 and the Companies Act 2006) and the relevant tax compliance regulations in the UK;
We considered the nature of the industry, the control environment and business performance, including the key drivers for management’s remuneration;
We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit;
We considered the procedures and controls that the companies have established to address risks identified, or that otherwise prevent, deter and detect fraud; and how senior management monitors those programmes and controls.
Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Where the risk was considered to be higher, we performed audit procedures to address each identified fraud risk. These procedures included: testing manual journals; reviewing the financial statement disclosures and testing to supporting documentation; performing analytical procedures; and enquiring of management, and were designed to provide reasonable assurance that the financial statements were free from fraud or error.
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditors/audit-assurance/auditor-s-responsibilities-for-the-audit-of-the-fi/description-of-the-auditor%E2%80%99s-responsibilities-for. 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.
The profit and loss account has been prepared on the basis that all operations are continuing operations.
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 £2,133,655 (2023 - £1,916,762 profit).
Foodnet Holdings Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales, company registration no. 04593826. The registered office is The Old Grammar School, 3 - 7 Market Square, Amersham, Buckinghamshire, HP7 0DF.
The group consists of Foodnet Holdings Limited and its subsidiary Foodnet Limited.
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. The principal accounting policies adopted are set out below.
The parent has taken advantage of the following disclosure exemptions available in FRS102:
Section 4 ‘Statement of Financial Position’ – Reconciliation of the opening and closing number of shares;
Section 7 ‘Statement of Cash Flows’ – Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’ – Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 33 ‘Related Party Disclosures’ – Compensation for key management personnel and disclosure of transactions between wholly owned members of the group have not been included.
The consolidated financial statements incorporate those of Foodnet Holdings Limited and all of its subsidiaries (ie entities that the group controls through its power to govern the financial and operating policies so as to obtain economic benefits).
All financial statements are made up to 30 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.
The financial statements have been prepared on a going concern basis, which assumes the group and company will continue in operational existence, and will be able to meet its liabilities as they fall due, for a period of at least twelve months from the date of approval of the financial statements.
The directors have reviewed the continued impact of the global economy on the operations and financial position of the group and company and have a reasonable expectation that the group and company has adequate resources to continue to adopt the going concern basis of accounting in preparing the financial statements.
Turnover is recognised at the fair value of the consideration received or receivable for goods 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 when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on delivery of the goods), 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.
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
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 profit and loss account.
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.
At each reporting period end date, the group reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
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 balance sheet 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 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 and loans from fellow group companies, 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.
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.
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 profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The 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 profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset 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.
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
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.
Each year, the directors review the stock for slow moving and obsolete items, to see if any provision is required. Where a provision is required, it is based on the use by dates of the stock line.
An analysis of the group's turnover is as follows:
The average monthly number of persons (including directors) employed by the group and company during the year was:
Their aggregate remuneration comprised:
Investment income includes the following:
All the interest payable relates to financial liabilities measured at amortised cost.
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
Details of the company's subsidiaries at 30 April 2024 are as follows:
The following are the major deferred tax liabilities recognised by the group and company, and movements thereon:
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
The Ordinary, Ordinary A, Ordinary B and Ordinary E shares rank pari passu in relation to voting rights. Each class of share is entitled to dividend distribution. The Ordinary C and Ordinary D shares are not entitled to vote and are only entitled to a distribution upon sale or winding up of the company.
The merger reserve represents amounts recognised on the acquisition of Foodnet Limited in 2002, being the difference between the fair value of the consideration and the nominal value of the shares issued as consideration.
The group purchased forward foreign currency contracts to hedge currency exposure on its future payments to suppliers. At the balance sheet date the group had commitments to purchase $500,000 over the next seven months at rates of 1.256797 - 1.259848 $/£. The directors estimate there to be no significant difference between the fair value of these financial instruments and the underlying commitments at the balance sheet date.
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:
Post year end the following dividends have been declared:
31 May 2024, dividends totalling £30,286.
30 June 2024, dividends totalling £30,286.
31 July 2024, dividends totalling £30,286.
31 August 2024, dividends totalling £30,286.
30 September 2024, dividends totalling £30,286.
31 October 2024, dividends totalling £30,286.
30 November 2024, dividends totalling £50,286.
31 December 2024, dividends totalling £110,286.
The remuneration of key management personnel is as follows.
The directors have assessed that four employees are considered key management personnel.
The directors maintain a loan account with the parent company. At the beginning of the year the company owed the directors £257,810. During the year £511,191 was drawn by the directors and dividends of £366,671 were declared. As at the balance sheet date the company owed the directors £113,290, as shown within Other Creditors. The amounts owed to the directors are interest-free, unsecured and repayable on demand.
At the balance sheet date the company owed close family members £100,357 (2023: £178,849), as shown in Other Creditors - dividends of £180,131 were declared and £258,623 was drawn during the year. The amounts owed to close family members are interest-free, unsecured and repayable on demand.
At the balance sheet date the company owed key management personnel £19,577 (2023: £55,422), as shown in Other Creditors - dividends of £262,597 were declared and £298,442 was drawn during the year. The amounts owed to key management personnel are interest-free, unsecured and repayable on demand.
During the year, the company paid dividends of £961,984 to a company related by mutual control. At the balance sheet date the company related by mutual control owed Foodnet Holdings Limited£342,958 (2023: £69,691), as shown within Other Creditors. The amounts owed to the company related by mutual control are interest-free, unsecured and repayable on demand.