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Registered number: 12902664










ORIGIN COMMODITIES LIMITED










FINANCIAL STATEMENTS

INFORMATION FOR FILING WITH THE REGISTRAR

FOR THE YEAR ENDED 31 DECEMBER 2023

 
ORIGIN COMMODITIES LIMITED
REGISTERED NUMBER: 12902664

BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
$
$

Fixed assets
  

Tangible assets
 4 
2,567
-

Investments
 5 
915
915

  
3,482
915

Current assets
  

Stocks
  
750,199
369,008

Debtors: amounts falling due within one year
 6 
2,911,311
1,275,893

Cash at bank and in hand
 7 
46,425
163,865

  
3,707,935
1,808,766

Creditors: amounts falling due within one year
 8 
(4,279,118)
(1,840,552)

Net current liabilities
  
 
 
(571,183)
 
 
(31,786)

Total assets less current liabilities
  
(567,701)
(30,871)

Creditors: amounts falling due after more than one year
 9 
(1,150,000)
-

  

Net liabilities
  
(1,717,701)
(30,871)


Capital and reserves
  

Called up share capital 
 10 
609,212
100,000

Share premium account
 11 
900,000
900,000

Profit and loss account
 11 
(3,226,913)
(1,030,871)

  
(1,717,701)
(30,871)


Page 1

 
ORIGIN COMMODITIES LIMITED
REGISTERED NUMBER: 12902664
    
BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2023

The Company's financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by  



................................................
A Anand
Director

Date: 3 February 2025

The notes on pages 3 to 11 form part of these financial statements.

Page 2

 
ORIGIN COMMODITIES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

Origin Commodities Limited is a private company limited by shares incorporated in England and Wales.
The principal activity during the year was the wholesale of coffee, tea, cocoa and spices. The registered office address is Welby House, Wilton Road, London, England, SW1V 1DW. 

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The following principal accounting policies have been applied:

 
2.2

Going concern

The financial statements have been prepared using the going concern basis of accounting. The directors continually monitor the ability of the Company to continue to operate as a going concern.
The Company’s forecasts and projections, taking into account the reasonable possibility of changes in trading performance, show that the Company is able to operate within the level of its current resources, which is supported by trading in the period since the year-end. Additionally, the Company's  immediate parent has provided a signed letter, confirming their support of the Company to meet its financial liabilities thereunder as they fall due and continue to trade for at least twelve months from signing of these financial statements.
On the basis of the directors’ assessment of the Company's financial position taking into account post balance sheet events and post year end trading, the Company's directors have reasonable expectation that the company will be able to continue operational existence for the foreseeable future and for a period of at least 12 months from the signing date of the financial statements. Thus, they continue to adopt the going concern basis of preparing the annual financial statements.

Page 3

 
ORIGIN COMMODITIES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is USD and the financial statements are rounded to nearest $.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the Company has transferred the significant risks and rewards of ownership to the buyer;
the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

 
2.5

Interest income

Interest income is recognised in profit or loss using the effective interest method.

Page 4

 
ORIGIN COMMODITIES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.6

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.7

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

 
2.8

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

 
2.9

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Page 5

 
ORIGIN COMMODITIES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)


2.9
Tangible fixed assets (continued)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Office equipment
-
5 years
Computer equipment
-
5 years

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.10

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

  
2.11

Stocks

Stocks are valued at fair value less cost to sell. Changes in fair value are recognised in the profit and loss. Fair value is measured by reference to fair value in an active marktet.

 
2.12

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.13

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.14

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

Page 6

 
ORIGIN COMMODITIES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

  
2.15

Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.
Investments in non-derivative instruments that are equity to the issuer are measured:
at fair value with changes recognised in the Statement of comprehensive income if the shares are publicly traded or their fair value can otherwise be measured reliably;
at cost less impairment for all other investments.
 
Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of comprehensive income.
For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Company would receive for the asset if it were to be sold at the balance sheet date.
Financial assets and liabilities are offset and the net amount reported in the Balance sheet when there is an 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.
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or income as appropriate. The company does not currently apply hedge accounting for interest rate and foreign exchange derivatives.

Page 7

 
ORIGIN COMMODITIES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

3.


Employees

The average monthly number of employees, including directors, during the year was 3 (2022 - 2).



4.


Tangible fixed assets





Office equipment
Computer equipment
Total

$
$
$



Cost 


At 1 January 2023
4,981
-
4,981


Additions
-
2,567
2,567



At 31 December 2023

4,981
2,567
7,548



Depreciation


At 1 January 2023
4,981
-
4,981



At 31 December 2023

4,981
-
4,981



Net book value



At 31 December 2023
-
2,567
2,567



At 31 December 2022
-
-
-


5.


Fixed asset investments





Investments in subsidiary companies

$



Cost 


At 1 January 2023
915



At 31 December 2023
915




Page 8

 
ORIGIN COMMODITIES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

NAF Trading (Denmark)
Engager 2, 2605  Brondby, Denmark
Ordinary
90%
Origin Commodities Kenya Limitied
Kiambere Road,
Corporate Place, P.O.
Box 16318-00100,
Nairobi
Ordinary
  100%

The Company is a wholly owned subsidiary of Dragon Commodities Limited which is also ultimate parent company as at 31 December 2023, a company incorporated in United Kindom. The Company is exempt by virtue of s400 of the United Kingdom Companies Act 2006 from the requirement to prepare group financial statements. These financial statements present information about the Company as an individual undertaking and not about its group.


6.


Debtors

2023
2022
$
$


Trade debtors
834,894
505,138

Amounts owed by group undertakings
-
290,030

Other debtors
616,547
71,006

Prepayments and accrued income
81,529
2,054

Financial instruments
1,378,341
407,665

2,911,311
1,275,893



7.


Cash and cash equivalents

2023
2022
$
$

Cash at bank and in hand
46,425
163,865

46,425
163,865


Page 9

 
ORIGIN COMMODITIES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

8.


Creditors: Amounts falling due within one year

2023
2022
$
$

Bank loans
799,933
810,563

Trade creditors
582,787
88,452

Amounts owed to group undertakings
1,085,345
227,801

Corporation tax
-
7,427

Accruals
1,057
66,441

Financial instruments - Derivatives
1,809,996
639,868

4,279,118
1,840,552



9.


Creditors: Amounts falling due after more than one year

2023
2022
$
$

Other loans
1,150,000
-

1,150,000
-



10.


Share capital

2023
2022
$
$
Allotted, called up and fully paid



609,212 (2022 - 100,000) Ordinary shares shares of $1.00 each
609,212
100,000





11.


Reserves

Share premium account

This reserve represents the accumulated premium over the nominal value of share capital subscribed.

Profit and loss account

This reserve represents the accumulated profit and losses of the company net of any distributions.

Page 10

 
ORIGIN COMMODITIES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

12.


Related party transactions

As a wholly owned subsidiary undertaking the Company has taken advantage of exemption conferred by FRS102 paragraph 1AC.35 and has not separately disclosed transactions with other wholly owned subsidiaries of the ultimate parent company.


13.


Controlling party

Until 06 September 2023, the ultimate controlling party was Christopher Gulliver and the immediate parent company was Dragon Commodities Limited, a company registered in England and Wales. The registered office is, The Coffee House, 63 Union Street, London, England, SE1 1SG. On 07 September 2023, the company's immediate parent changed to Centrum International Limited and ultimate controlling party is Maneesh Anand as result of new equity interest in the Company. 


14.


Auditors' information

The auditors' report on the financial statements for the year ended 31 December 2023 was unqualified.

The audit report was signed on 3 February 2025 by Rajeev Shaunak (Senior statutory auditor) on behalf of MHA.

 
Page 11