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Company registration number: 05983127







ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED
31 DECEMBER 2023


HILLEBRAND BULK LOGISTICS LIMITED





































                    

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
COMPANY INFORMATION


Directors
K Fry 
R A Davies (appointed 1 February 2024)
G Herman (resigned 31 January 2024)
S W Ansell (appointed 1 February 2024)
C L Baker (appointed 1 February 2024)




Company secretary
C L Baker



Registered number
05983127



Registered office
Vanbrugh House First Floor
West Wing

Grange Drive

Southampton

Hampshire

 SO30 2AF




Independent auditor
Deloitte LLP
Chartered Accountants & Statutory Auditor

Abbots House

Abbey St

Reading

RG1 3BD





 


HILLEBRAND BULK LOGISTICS LIMITED
 



CONTENTS



Page
Strategic Report
1 - 6
Directors' Report
7 - 10
Directors' Responsibilities Statement
11
Independent Auditor's Report
12 - 15
Statement of Comprehensive Income
16
Statement of Financial Position
17
Statement of Changes in Equity
18 - 19
Notes to the Financial Statements
20 - 38


 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

The directors present their strategic report, annual report and the audited financial statements of the Company for the year ended 31 December 2023.

Objectives and Strategies
 
The company is part of the Hillebrand Gori Group, which is part of the Global Freight Forwarding division of Deutsche Post DHL. This division is responsible for air, ocean and road freight transport. The principal activity of Hillebrand Gori Group and this entity Hillebrand Bulk Logistics Ltd,  is our freight forwarding services to the Beer, Wine and Spirits market.
With our global product offering in air, ocean and road transport we aim to achieve growth that exceeds the market average. To achieve this goal, we are continually expanding our product and services portfolio and improving our internal processes.
The growth objective will be achieve through a number of activities including developing new customers, and leveraging the comprehensive transport network which has been created by the group.

Business Model

Our business model is asset-light, as it is based on the brokerage of transport services between our customers and freight carriers. This allows us to consolidate shipments and purchase cargo space at better conditions. Our global presence ensures network optimisation and the ability to meet the increasing demand for efficient outing and multimodal transport.
Our logistics solutions span the entire supply chain, from production to retail partners. We collect and deliver goods, handle customs formalities, and insure the load. In this way we can ensure safety and reliability across national borders. Our customers come from companies of all sizes, and operate primarily in the Beer, Wine and Spirits market.

Future Trends
 
In August 2021 DPDHL agreed to acquire up to 100% of the Hillebrand Group and its subsidiaries, The strategic combination of Hillebrand Gori with DHL’s Global Forwarding Freight division will strengthen our Group’s position in the dynamic ocean freight forwarding market. The acquisition was subject to merger control clearance which was concluded in March 2022. Integrating our brands together combines our world-leading services and offers a further enhanced customer experience.
In 2023, Hillebrand Bulk Logistic transferred the non beverage related business segment to DHL Global Forwarding, in order to focus on its key markets of Wines, Beer and Spirits, realising a gain of $16,847,070.
Hillebrand Gori will continue to invest within its core commodity range Wines, Beers & Spirits. Developments within supply chain solutions and IT investment will continue to lead the service industry, delivering further value to our partners. Business Development remains a priority, with the focus on maximising our extensive range of service solutions through our current and future partners.
Trading volumes remain strong for 2022 and into 2023, on the BWS (Beer Wine and Spirits) business, and deviations are due to the sale of the non-BWS business. The main factors contributing to the stability of our organisation is that we continue to develop value added services, expand our service range and improve cohesion through corporate, area and local negotiations. A solid return from majority of tenders, both at local and group level, our sales delivery and concentrated brand advertising and awareness has served to reinforce our continued high standing within the market. Exemplary internal and external KPI performance remains a key driver and focus within our business, with a clear comprehension of service excellence within our business unit has also reinforced our strong professional integrity.

Page 1

 


HILLEBRAND BULK LOGISTICS LIMITED
 



STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Analysis of performance
 
For the year under review profit after tax is $22,329,864 (2022: $26,766,649).
Economic changes, political unrest, consolidation within the shipping industry and sizeable fluctuations within floating cost components in a backdrop of capacity constraints continue to challenge the financial dynamics within Hillebrand Gori. That said, our inherent understanding of the global market and continued investment within the beverage shipping sector, integrated with our core beliefs of protection and innovation with our customer and service partners has sustained an unrivalled market position in both cost and service.
Revenue declined year on year by 37% mainly due to stabilisation of market conditions post Brexit and COVID, lower Freight rates resulted in reduced revenue whilst achieving improved GP return.
Revenue and GP also impacted by transfer of business to DHL Ocean Bulk, for all non-core Beer, Wines and Spirits volumes and changes within our customer base.
Revenue decreased by 37% to $87,193,668 (from $138,602,352 in 2022).
Gross Profit decreased by 24% to $9,380,899 (from $12,305,338 in 2022).
Operating profit decreased by 6.9% to $6,463,232 (from $6,941,033 in 2022).
The overall decrease in profit after tax of 16.6% to $22,329,864 (from $26,766,649 in 2022).
In 2023 Hillebrand Bulk Logistics transferred the non BWS (Beer, Wine and Spirits) business to DHL Global Forwarding.
This resulted in a significant decrease in the revenue and gross profit from the prior year. Operating Profit increased due to
reduction of costs again associated with the sale of the non-BWS business as some key staff were Tuped to DGF. There
was a gain in the sale of the asset, relating to the above mentioned transfer of non-BWS business of $16,847,070. This is  less than the sale in 2022 of the an investment in the USA of $21,218,802 not related to the 2023 transaction.
  
It is the view of the Directors that the accounts presented here represent a true and fair view of the state of affairs of the company and the results for the twelve months to 31 December 2023.

Page 2

 


HILLEBRAND BULK LOGISTICS LIMITED
 



STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Section 172 Statement
 
The board of directors of Hillebrand Bulk Logistics Limited consider, both individually and together, they have acted in the way they consider, in good faith, would be most likely to promote the success of the company for the benefit of its members as a whole (while having regard to the stakeholders and matters set out in s172(a)(a-f) of the act) in the decisions taken in the year ended 31 December 2023. 
In doing so have regard for (amongst other matters)
• The likely consequences of any decision in the long-term
• The interests of the company’s employees
• The need to foster the company’s business relationships with suppliers, customers and others.
• The impact of the company’s operations on the community and the environment
• The desirability of the company maintaining a reputation for high standard of business conduct
• The desire to act fairly with members of the company.
Interests of the company
The directors of the company act in good faith in ensuring long term profitability and continued growth.
The directors give careful consideration to the factors set out above in discharging their duties under section 172(1). The stakeholders the Board has identified with regard to this are:
• Our Customers
• Our Suppliers
• Our Employees
• Our Investors
The sale of non - BWS business to DGF in order to concentrate on our core Beer, Wine and Spirits business.
This is covered by our 3 bottom lines, Provider of choice, Employer of choice and Investor of choice.
Relationships with customers and suppliers
The directors are keen to maintain the company’s current market share in the expanding bulk logistic market through continuing to improve its full service offering enhanced by a focus on customer service and flexitank equipment development. Being part of the Hillebrand Group we are able to offer a truly global operation and technical support service throughout the world to all our customers.
The company continues to be involved in the independent body issuing guidelines for the use and applications of flexitanks under the guise of the Container Owners Association(COA). It is hope that this multifaceted organisation populated by shipping lines, flexitank manufacturers and operators will drive the quality requirement of the industry to even higher levels and reduce the threat of poor quality products and services affecting the industry as a whole. In addition we are working with other specific targeted trade bodies to promote our unique quality assurance across the whole operating lifecycle of the flexitank.
Hillebrand Gori are the leading service provider in the forwarding, transport and logistics of wine, beer, spirits. The directors remain confident in the stability of our business which will be driven through continued development of value-added services, the expansion of our service range and improved cohesion through corporate, area and local negotiations.
As a provider of choice, we aim to have long lasting customer relationships which are all based upon responsible business practice that complies with applicable laws and ethical standards. We have an established Code of conduct, we require our supplier to act in the same way and ask the to sign our Supplier code of conduct.
Environment
Hillebrand Bulk Logistics Limited is committed to reducing the environmental impact of its operations, we have obtain ISO 14001 certification and are working in collaboration with partners to both reduce our reliance on road transport and fully recycling our flexitanks in the UK demominstrating our commitment & responsibility towards the E2E Product life cycle management of our equipment. Such an approach has been externally recognised with the industry sector with the company attaining several environmental wawrds
 
Page 3

 


HILLEBRAND BULK LOGISTICS LIMITED
 



STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

With regards to the environmental strategy, as well as enhancing customer experience, we continue to promote and develop our web-based order management platform called myHillebrand, which documents and records the carbon emissions for every movement of beverages entrusted to us. This calculator replaces the original UK drinks industry standard for calculating emissions which Hillebrand Gori created alongside the WSTA. With this platform, customers are now able to instantly quantify the emissions associated to their shipments, better analyse their global footprint and make steps to reduce the impact of their operations. This data and these calculations are presented for each leg of the journey from collection to delivery.
The Hillebrand Gori Group also invested in dedicated resource and training in relation to our Go Green / Sustainability Strategy. As part of the DHL Group, and the Go-Green program, we are striving for net zero emission logistics for the group by 2050. We aim to do this by finding lower emission transport solutions for our customer.
Our People
Our key asset is considered to be our staff and we continue to invest in training programmes to ensure all team members are operating at the correct level. Productivity of staff remained stable despite new flexible ways of working introduced due to COVID-19. During 2023 we took the opportunity to engage with our employees via regular town hall presentations / discussions. We also conduct our annual Employee Opinion Survey with the Management Team continuing to be committed to taking action to address opportunities identified through feedback from a group and local level to ensure we remain the Employer of Choice.
Exemplary internal KPI performance remains a key driver and focus within our business, with a clear comprehension of service excellence within our business unit has also reinforced our strong professional integrity.
Investor
Our cash management remains strong and continues to be a particular focus moving forward to 2024.
As the leading beverage specialist, Hillebrand Gori is extremely proud to invest within the UK beverage sector and without doubt we will continue to lead with innovative solutions, brand awareness and shipping intelligence programs to our growing customer base within 2024.
No dividends were declared in 2023 ($3,773,589 in 2022).

Page 4

 


HILLEBRAND BULK LOGISTICS LIMITED
 



STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Principal risks and uncertainties
 
The key operational risk is the threat of competition within the market, equipment constraints, increased cost of sales and the driving down of margins in the sector. To address these, Hillebrand Gori ensures that the service provided acts as a differentiator and as such, we position ourselves in the marketplace appropriately.
Our finances remain strong and having taken that into consideration along with the expected performance over the foreseeable future, the Directors consider that the company has sufficient resources to continue to operational existence for that time.
The company trades in multiple currencies and therefore has a risk of forex exposure.
At the end of 2023 and heading into 2024, the inflation and interest rates in the United Kingdom are forecast to be on a downward trend. As any short term debt would be managed via group treasury, the interest rate fluctuation is deemed an insignificant risk.
The Company has no investing, factoring or reverse factoring arrangements in place.
The Company has no current covenants.
There are also continuous cost saving initiatives looked at within the company.
Customer insolvencies are considered to be at a normal low level, with good collection results. All new customers are assessed through our credit management programme and existing customers are reviewed periodically.
Retaining talent is a key focus, as this ensures we provide expert customer service. Our employees are able to enrol in many in house training courses to ensure continuous learning.
Information Technology risks are mitigate by DHL on IT security. We use firewall systems, virus scanners and access controls to ensure data security.
In the current economic climate, the company always is aware of the risks posed by the non-payment of receivable amounts. Average debtor payment days are kept below 70 days and procedures are in place to monitor / improve this. However, the company has sufficient reserves to cover substantial risk in this regard.

Page 5

 


HILLEBRAND BULK LOGISTICS LIMITED
 



STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Key Performance Indicators
 
Hillebrand Bulk Logistics Limited continues to monitor volumes and gross profit margin as it considers this to be a key performance indicator. The directors are happy with the level of gross profit margin as this reflects the efforts the company has put in to managing cost of sales in a challenging economic environment.
As well as financial KPI’s there are several additional non-financial KPI’s linked to Data Quality / On-time Performance / Productivity which allow measurement of customer service.
The organisation also considers the operational efficiency of its key asset, its employees, to be a key performance indicator.

2023
2022
        $
        $
Turnover

$87.2m

$138.6m
 
Gross profit

$9.4m

$12.3m
 
Gross margin

10.76%

8.89%
 
Debtor days

63 days

80 days
 
Turnover per $1 labour

52.30

33.77
 
Turnover by staff numbers

$3.96m

$2.94m
 

Turnover per $1 labour & Turnover by staff numbers, impacted by decrease in staff numbers 47 (2022) versus 22 (2023) plus reduction is turnover – majority of which relate to sale of non-core activities to DHL Ocean Bulk.


This report was approved by the board and signed on its behalf.





................................................
C L Baker
Secretary

Date: 7 March 2025

Page 6

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

The directors present their report and the financial statements for the year ended 31 December 2023.

Results and dividends

The profit for the year, after taxation, amounted to $22,329,864 (2022 - $26,766,649).

The directors did not recommend a dividend in 2023 (2022: $3,773,589).

Directors

The directors who held office during the year and up to the date of approval of the financial statements were:

K Fry 
G Herman (resigned 31 January 2024)
R A Davis (appointed 1 February 2024)
S W Ansell (appointed 1 February 2024)
C L Baker (appointed 1 February 2024)
Qualifying third party indemnity provisions
The Deutsche Post AG group maintains liability insurance for directors and officers of all subsidiary companies. The
company provided an indemnity for its directors, which is a qualifying third-party indemnity provision for the purpose of theCompanies Act 2006. The indemnity was in force throughout the financial year and is currently in force.

Going concern

The directors have carried out a going concern assessment using forecasts which incorporate market conditions for a period to the end of 2024.
The Company participates in the DHL Group’s centralised treasury arrangements and so shares banking arrangements with its parent and other group undertakings.  The Company can draw on these arrangements for funds should the need to access a short term working capital facility arise.  The forecasts describe above demonstrated that the company can continue to operate within the limit of the facilities available throughout the forecast period. A letter of support from Deutsche Post AG has been issued. The company has a net current liability of $3,792,437 (2022: $27,044,658), however has a net assets/liability of positive $87,146,958 (2022: positive $64,817,094).
On the basis of their assessment of the company’s financial position and resources, the directors believe that the company is well placed to manage its business risks. The company remains profitable, has no external borrowings, and has a positive cash balance. Therefore, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the next 12 months from signing. Thus, they continue to adopt the going concern basis of accounting in preparing the annual financial statements

Future developments

The directors present the future developments of the Company in the Strategic report.

Page 7

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Employees

The Company, as a whole, places considerable value on the involvement of its employees, who are considered our greatest asset. The Company continues to hold formal and informal meetings, either in person or over Teams, to update Employees on key factors affecting the company. An annual Employee Opinion survey is held, and all management ensure that there is continuous follow up to achieve strong Employee Engagement.
The company strongly encourages development and training of employees through the many DHL Programs
The number of Employees during 2023 was 22, compared to 2022 47. Employee costs for 2023 amount to $1,667,267 (2022: $3,714,634). The deviation is due to staffed being TUPE’d to DGF with the sale of non-BWS business.
Political Contributions
No political donations were made in the year (2022: £0)
Financial risk management
The company has trade receivables and trade payables in a number of foreign currencies, the most significant being the Pound Sterling and the Euro. The company has access to its parent company’s in house banking system and cash pooling, and therefore able to meet any short term deficit in liquidity. The company continues to maintain sufficient cash balances to finance its operations.
Credit Risk
The Company has a policy that requires credit checks on all new customers and where applicable on existing customer. 

Financial instruments

The company does not hold any complex financial instruments that are material for the assessment of the financial
statements.

Research and development activities

The company continues to invest in research and development. The Directors recognise the importance of developing the
flexitank technology and continue to invest in improving the design and efficiency of the equipment.

Page 8

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Greenhouse gas emissions, energy consumption and energy efficiency action

In accordance with the requirements of The Companies (Directors’ Report) and Limited Liability Partnerships (Energy and
Carbon Report) Regulations 2018 the Directors would like to disclose the following information for the year ended 31 December 2023.


2023
2022

Emissions resulting from activities for which the Company is responsible involving the combustion of gas or consumption of fuel for the purposes of transport (in tonnes of CO2 equivalent)
24,692
24,055

Emissions resulting from the purchase of the electricity by the Company for its own use, including the purposes of transport (in tonnes of CO2 equivalent)
3,925
4,448

Energy consumed from activities for which the Company is responsible involving the combustion of gas, or the consumption of fuel for the purposes of transport, and the annual quantity of energy consumed resulting from the purchase of electricity by the Company for its own use, including for the purposes of transport, in KWH
156,243
149,904

The Company has used the actual KwH data from the monthly invoices it receives and then applied the “Government
conversion factors for company reporting” to calculate the CO2e content.
The Company has not made any additional energy saving measures during FY23 however will continue to look into possible future enhancements.

Intensity ratio
Average tonnes CO2e per employee calculated at 1,192 (2022: 633)
This calculation uses Gas and Electricity consumption / Average employees

Matters covered in the Strategic Report

The company has chosen in accordance with Section 414C(11) of the Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2013 to set out within the company's Strategic Report the Company's Strategic Report Information Required by Schedule 7 of the Large and Medium Sized Companies and Groups (Accounts and Reports) Regulation 2008. This includes information that would have been included in the business review and details of the principal risks and uncertainties.

Disclosure of information to auditor

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditor is unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.

This confirmation is given and should be interpreted with the provisions of s418 of the Companies Act   2006.


Post balance sheet events

Post year end, as at January 2025, the change in profit share mechanism for the Hillebrand Gori Group has changed and will negatively affect the results in 2024.

Page 9

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Auditor

The auditor, Deloitte LLPwill be proposed for appointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 





................................................
C L Baker
Secretary

Date: 7 March 2025

Page 10

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023

The directors are responsible for preparing the Strategic Report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 Company and of the profit or loss of the Company for that period.

 In preparing these financial statements, the directors are required to:

select suitable accounting policies for the Company's financial statements and then apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

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 Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements and other information included in Directors' Reports may differ from legislation in other jurisdictions.

Page 11

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF HILLEBRAND BULK LOGISTICS LIMITED

Opinion


In our opinion, the financial statements of Hillebrand Bulk Logistics Limited (the ‘company’):
give a true and fair view of the state of the company’s affairs as at 31st December 2023 and of its profit for the year then ended; 
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice, including Financial Reporting Standard 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”; and
have been prepared in accordance with the requirements of the Companies Act 2006.

We have audited the financial statements which comprise:
    the statement of comprehensive income;
    the statement of financial position;
    the statement of changes in equity; and
    the related notes 1 to 30.

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’’.

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 company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the Financial Reporting Council's (the 'FRC's') Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Conclusions relating to going concern


In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.


Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.


Page 12

 


HILLEBRAND BULK LOGISTICS LIMITED



 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF HILLEBRAND BULK LOGISTICS LIMITED (CONTINUED)

Other information


The other information comprises the information included in the annual report other than the financial statements and our auditors' report thereon. The directors are responsible for the other information contained within the annual reportOur 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.
 

 

Responsibilities of directors
 

As explained more fully in the directors’ responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


In preparing the financial statements, the directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Extent to which the audit was considered capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, 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.
We considered the nature of the company’s industry and its control environment, and reviewed the company’s documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management and the directors about their own identification and assessment of the risks of irregularities, including those that are specific to the company’s business sector.

Page 13

 


HILLEBRAND BULK LOGISTICS LIMITED



 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF HILLEBRAND BULK LOGISTICS LIMITED (CONTINUED)

 

We obtained an understanding of the legal and regulatory framework that the company operates in, and identified the key laws and regulations that: 
 
had a direct effect on the determination of material amounts and disclosures in the financial statements. This included      the UK Companies Act, pensions legislation and tax legislation; and
do not have a direct effect on the financial statements but compliance with which may be fundamental to the company’s ability to operate or to avoid a material penalty. These included employment law and GDPR.

We discussed among the audit engagement team regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.
As a result of performing the above, we identified the greatest potential for fraud in the following areas, and our procedures performed to address are described below:
 
We presume a risk of material misstatement due to fraud relating to freight accruals. This has been pinpointed to the valuation and completeness assertion of the accruals. In order to address the risks identified, we have performed test of details on sample basis and matched the accruals with third party invoices.

In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.
In addition to the above, our procedures to respond to the risks identified included the following:
reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
enquiring of management concerning actual and potential litigation and claims, and instances of non-compliance with laws and regulations; and 
reading minutes of meetings of those charged with governance, and reviewing internal audit reports.

Report on other legal and regulatory requirements
Opinions 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 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 company and its environment obtained in the course of the audit, we have not identified any material misstatements in the strategic report or the directors’ report.
Matters on which we are required to report by exception 
Under the Companies Act 2006 we are required to report in respect of the following matters if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors’ remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.

We have nothing to report in respect of these matters.


Page 14

 


HILLEBRAND BULK LOGISTICS LIMITED



 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF HILLEBRAND BULK LOGISTICS LIMITED (CONTINUED)

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.





Tom Murray (Senior Statutory Auditor)
  
for and on behalf of
Deloitte LLP
 
Chartered Accountants
Statutory Auditor
  
Abbots House
Abbey St
Reading
RG1 3BD

7 March 2025
Page 15

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023

Continuing operations
Discontin'd operations
Total
Continuing operations
Discontinued operations
Total
2023
2023
2023
2022
2022
2022
$
$
$
$
$
$

  

Turnover
 4 
83,896,383
3,297,285
87,193,668
111,637,582
26,964,770
138,602,352

Cost of sales
  
(74,584,226)
(3,228,543)
(77,812,769)
(103,359,724)
(22,937,290)
(126,297,014)

Gross profit
  
9,312,157
68,742
9,380,899
8,277,858
4,027,480
12,305,338

Administrative expenses
  
(3,882,205)
(354,569)
(4,236,774)
(2,546,651)
(3,868,545)
(6,415,196)

Exceptional administrative expenses
  
-
-
-
(1,819,682)
-
(1,819,682)

Other operating income
 5 
24,845
455,129
479,974
529,788
3,667,814
4,197,602

Foreign exchange gain/(loss)
 6 
839,157
(24)
839,133
(1,334,797)
7,768
(1,327,029)

Operating profit
 6 
6,293,954
169,278
6,463,232
3,106,516
3,834,517
6,941,033

Income from shares in group undertakings
  
-
-
-
-
1,335,114
1,335,114

Profit on disposal of unlisted investment
  
-
-
-
21,218,802
-
21,218,802

Interest receivable and similar income
 11 
1,155,437
-
1,155,437
150,358
-
150,358

Interest payable and similar expenses
 12 
(1,350,477)
-
(1,350,477)
(2,806,155)
-
(2,806,155)

Gain on disposal
 14 
-
16,847,070
16,847,070
-
-
-

Profit before tax
  
6,098,914
17,016,348
23,115,262
21,669,521
5,169,631
26,839,152

Taxation
 15 
(1,024,420)
239,022
(785,398)
73,246
(145,749)
(72,503)

Profit for the financial year
  
5,074,494
17,255,370
22,329,864
21,742,767
5,023,882
26,766,649

All results shown in the Statement of Comprehensive Income are from continuing and discontinued operations.
All (loss) / profit and total comprehensive (expense) / income is attributable to the equity holders of the
Company

There was no other comprehensive income for 2023 (2022:$NIL).

The notes on pages 20 to 38 form part of these financial statements.

Page 16

 


HILLEBRAND BULK LOGISTICS LIMITED
REGISTERED NUMBER:05983127



STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023

As restated
2023
2022
Note
$
$

Fixed assets
  

Tangible assets
 17 
25,820
31,387

Investments
 18 
90,913,575
91,830,365

  
90,939,395
91,861,752

Current assets
  

Stocks
 19 
-
241,674

Debtors: amounts falling due after more than one year
 20 
193,360
-

Debtors: amounts falling due within one year
 20 
23,832,671
92,686,033

Cash at bank and in hand
 21 
3,742
52,319

  
24,029,773
92,980,026

Creditors: amounts falling due within one year
 22 
(27,822,210)
(120,024,684)

Net current liabilities
  
 
 
(3,792,437)
 
 
(27,044,658)

Total assets less current liabilities
  
87,146,958
64,817,094

  

Net assets
  
87,146,958
64,817,094


Capital and reserves
  

Called up share capital 
 24 
10,430,066
10,430,066

Share premium account
 25 
16,720,262
16,720,262

Other reserves
 25 
5,632,878
5,632,878

Profit and loss account
 25 
54,363,752
32,033,888

  
87,146,958
64,817,094


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




................................................
S W Ansell
Director

Date: 7 March 2025

The notes on pages 20 to 38 form part of these financial statements.

Page 17

 
HILLEBRAND BULK LOGISTICS LIMITED

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023



Called up share capital
Share premium account
Other reserves
Profit and loss account
Total equity


$
$
$
$
$


At 1 January 2023
10,430,066
16,720,262
5,632,878
32,033,888
64,817,094



Comprehensive income for the year


Profit for the year
-
-
-
22,329,864
22,329,864

Total comprehensive income for the year
-
-
-
22,329,864
22,329,864



At 31 December 2023
10,430,066
16,720,262
5,632,878
54,363,752
87,146,958



The notes on pages 20 to 38 form part of these financial statements.

Page 18


 
HILLEBRAND BULK LOGISTICS LIMITED

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022



Called up share capital
Share premium account
Other reserves
Profit and loss account
Total equity


$
$
$
$
$


At 1 January 2022
10,430,066
16,720,262
5,632,878
9,040,828
41,824,034



Comprehensive income for the year


Profit for the year
-
-
-
26,766,649
26,766,649



Other comprehensive income for the year
-
-
-
-
-



Total comprehensive income for the year
-
-
-
26,766,649
26,766,649



Contributions by and distributions to owners


Dividends: Equity capital
-
-
-
(3,773,589)
(3,773,589)



Total transactions with owners
-
-
-
(3,773,589)
(3,773,589)



At 31 December 2022
10,430,066
16,720,262
5,632,878
32,033,888
64,817,094



The notes on pages 20 to 38 form part of these financial statements.

Page 19
 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


Statement of compliance

These financial statements have been prepared in compliance with FRS102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland'.
Hillebrand Bulk Logistics Limited is a private company, limited by shares, which is incorporated and domiciled in England & Wales. The registered office is the principal place of business and the address is disclosed on the Company Information page.

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 Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The finanancial statements are presented in US dollars ("$") because this is the main operating currency ofthe company.
The exchange rate used at 31 December 2023 was £1 : $1.27.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

 
2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
the requirements of Section 33 Related Party Disclosures paragraph 33.7;
the requirements of Pillar Two legislation and disclosures.

This information is included in the consolidated financial statements of J F Hillebrand Group AG as at 31 December 2023 and these financial statements may be obtained from J F Hillebrand Group AG, Carl-Zeiss-StraBe 6, Postfach 100254, 55129 Mainz Hechtsheim, Germany.                                                               .

Page 20

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.3

Going concern

The directors have carried out a going concern assessment using forecasts which incorporate market conditions for a period to the end of 2024.
The Company participates in the DHL Group’s centralised treasury arrangements and so shares banking arrangements with its parent and other group undertakings.  The Company can draw on these arrangements for funds should the need to access a short term working capital facility arise.  The forecasts describe above demonstrated that the company can continue to operate within the limit of the facilities available throughout the forecast period. A letter of support from Deutsche Post AG has been issued. The company has a net current liability of $3,792,437 (2022: $27,044,658), however has a net assets/liability of positive $87,146,958 (2022: positive $64,817,094).
On the basis of their assessment of the company’s financial position and resources, the directors believe that the company is well placed to manage its business risks.  The company remains profitable, has no external borrowings, and has a positive cash balance.  Therefore, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the next 12 months from signing.  Thus, they continue to adopt the going concern basis of accounting in preparing the annual financial statements.

 
2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is USD.

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'.

Page 21

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.5

Revenue recognition

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. The company, which trades globally, has a client base within the European Union in one class of business, namely that of shipping and forwarding agents. Turnover represents handling and other charges to clients in respect of freight and ancillary importing and exporting costs, excluding Value Added Tax and Customs Duties.

Rendering of services

Revenue and attributable costs relating to individual jobs are recognised when:-
the job has been contracted for;
final instructions have been received; and
For import shipments the container arrival date or for export shipments the container departure date.


 
2.6

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.7

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

  
2.8

Borrowing costs

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

 
2.9

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.

Page 22

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.10

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. 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 reporting 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 reporting 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 reporting date.

 
2.11

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.

 
2.12

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.

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:

Leasehold property
-
Over the term of the lease
Plant and machinery
-
3 years straight line
Motor vehicles
-
4 years straight line
Fixtures and fittings
-
3 years straight line
Computer & technical equipment
-
3 years straight line

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.

Page 23

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.13

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.14

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each reporting date, stocks are assessed for impairment. If stock is 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.

  
2.15

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a
transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into
account the related risks and uncertainties.
Increases in provisions are generally charged as an expense to profit or loss.

 
2.16

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the Company's Statement of Financial Position when the Company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

 
2.17

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

Page 24

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

3.


Judgements in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the application of the accounting policies and the reported amounts of assets and liabilities, revenue and expenses.  Actual results may differ from these estimates.
Estimates and underlying assumptions are continually evaluated are based on historical experience and other factors, including expectations of future events that are reasonable under the circumstances.  Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods affected.
The estimates and assumptions that have a significate risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are addressed below, however there were no significant judgement in this accounting period.
Release of accruals
In accordance with Hillebrand Gori group policy, freight accruals for third parties are held for a number of years before being release. Included within this accrual balance is a provision which has been estimated by management and is calculated using historical data to cover the potential of any over-accruals.

$



Accruals as at 31 December 2023
9,898,278


4.


Turnover

An analysis of turnover by class of business is as follows:


2023
2022
$
$

Rendering of services
87,193,668
138,602,352

87,193,668
138,602,352


Analysis of turnover by country of destination:

2023
2022
$
$

United Kingdom
78,106,987
118,467,559

Rest of the world
9,086,681
20,134,793

87,193,668
138,602,352


Page 25

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

5.


Other operating income

2023
2022
$
$

Other operating income
229,014
2,013,482

Service charge receivable
250,960
2,184,120

479,974
4,197,602


Other operating income relates to Release of Miscellaneous Accruals, Income from prior periods and Franchise Income.
In 2009 the Global business of Trans Ocean Distribution Limited was split out amongst other overseas companies within the group, and it was agreed with the receiving company to pay annual contributions based on 16% of Gross Profit.


6.


Operating profit

The operating profit is stated after charging:

2023
2022
$
$

Research & development charged as an expense
3,591
96,073

Exchange differences
(839,133)
1,327,029

Other operating lease rentals
124,215
117,781


7.


Auditor's remuneration

During the year, the Company obtained the following services from the Company's auditor and its associates:


2023
2022
$
$

Fees payable to the Company's auditor and its associates for the audit of the Company's financial statements
98,500
50,080

Fees payable to the Company's auditor and its associates in respect of:

Other services relating to taxation
-
1,458

Page 26

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

8.


Employees

Staff costs, including directors' remuneration, were as follows:


2023
2022
$
$

Wages and salaries
1,354,436
3,074,243

Social security costs
213,382
393,436

Cost of defined contribution scheme
99,449
246,955

1,667,267
3,714,634


The average monthly number of employees, including the directors, during the year was as follows:


        2023
        2022
            No.
            No.







Production staff
14
32



Administration
2
4



Management
1
3



Sales
5
8

22
47


9.


Directors' remuneration

2023
2022
$
$

Directors' emoluments
9,658
183,416

Company contributions to defined contribution pension schemes
527
13,334

10,185
196,750


During the year retirement benefits were accruing to 1 director (2022 - 1) in respect of defined contribution pension schemes.

The highest paid director received remuneration of $9,658 (2022 - $183,416).
The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to $527 (2022 - $13,334).
During the year, none of the directors apart from the highest paid director, received remuneration in respect of their service to the company (year ended 31 December 2023). The directors were remunerated by another entity within the group. None of these costs were recharged to this entity during the year (year ended 31 December 2023).

Page 27

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

10.


Income from investments

2023
2022
$
$

Income from investments in group companies
-
1,335,114

-
1,335,114







11.


Interest receivable

2023
2022
$
$


Interest receivable from group companies
1,155,437
150,358

1,155,437
150,358

Interest receivable from group companies is charged at a rate of 5.12%.


12.


Interest payable and similar expenses

2023
2022
$
$


Loans from group undertakings
1,350,477
2,806,155

1,350,477
2,806,155

Interest payable to group companies is charged at a rate of 5.12%.


13.


Administrative expenses

Included in administrative expenses is $916,790 relating to subsidiary, Trans Ocean Distribution (Shanghai) Co,  who sold assets to another group entity and ceased operations in 2023, hence the impairment of investment.


14.


Discontinued operations

2023
2022
$
$

Gain on discontinued operations
16,847,070
-

16,847,070
-


In 2023, Hillebrand Bulk Logistic transferred the non beverage related business segment to DHL Global Forwarding, in order to focus on its key markets of Wines, Beer and Spirits, realising a gain of $16,847,070.

Page 28

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

15.


Taxation


2023
2022
$
$

Corporation tax


Current tax on profits for the year
909,648
37,431

Adjustments in respect of previous periods
69,110
35,072


978,758
72,503


Total current tax
978,758
72,503

Deferred tax


Origination and reversal of timing differences
(127,608)
-

Impact of changes in tax rates
(8,029)
-

Adjustment in respect of prior years
5,581
-

Movement on UK deferred tax not recognised
(63,304)
-

Total deferred tax
(193,360)
-


Taxation
785,398
72,503
Page 29

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
 
15.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is lower than (2022 - lower than) the standard rate of corporation tax in the UK of 23.52% (2022 - 19%). The differences are explained below:

2023
2022
$
$


Profit on ordinary activities before tax
23,115,262
26,839,152


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 23.52% (2022 - 19%)
5,436,836
5,099,439

Effects of:


Expenses not deductible for tax purposes
217,451
900

Income not taxable
(3,962,599)
(4,278,132)

Adjustments to tax charge in respect of prior periods
74,691
35,072

Changes in tax rates
(8,029)
(1,874)

Deferred tax asset not recognised
(63,304)
7,810

Adjustment in research and development tax credit leading to an increase in tax charge
-
1,750

Permanent differences
-
(1,546)

Group relief
(909,648)
(821,235)

Other tax adjustment
-
30,319

Total tax charge for the year
785,398
72,503

The Company falls within the scope of Pillar Two legislation and disclosures are included within the consolidated financial statements of Deutsche Post AG (see note 30).
Finance Act 2021 increased the main rate of corporation tax from 19% to 25% with effect from 1 April 2023. No corporation tax rate changes were announced during the 2024 Spring Budget and subsequently enacted.


16.


Dividends

2023
2022
$
$


Dividends paid
-
3,773,589

-
3,773,589

Page 30

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

17.


Tangible fixed assets





Long leasehold property
Equipment and plant and machinery
Motor vehicles
Fixtures and fittings
Total

$
$
$
$
$



Cost or valuation


At 1 January 2023
433,211
624,201
29,752
12,828
1,099,992


Additions
-
16,857
-
-
16,857


Disposals
(204,188)
(318,580)
-
(9,902)
(532,670)



At 31 December 2023

229,023
322,478
29,752
2,926
584,179



Depreciation


At 1 January 2023
433,211
595,880
29,752
9,762
1,068,605


Charge for the year on owned assets
-
21,466
-
958
22,424


Disposals
(204,188)
(318,580)
-
(9,902)
(532,670)



At 31 December 2023

229,023
298,766
29,752
818
558,359



Net book value



At 31 December 2023
-
23,712
-
2,108
25,820



At 31 December 2022
-
28,321
-
3,066
31,387

Page 31

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

18.


Fixed asset investments





Investments in subsidiary companies

$



Cost or valuation


At 1 January 2023
91,830,365



At 31 December 2023

91,830,365



Impairment


Charge for the period
916,790



At 31 December 2023

916,790



Net book value



At 31 December 2023
90,913,575



At 31 December 2022
91,830,365

Page 32

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

Direct subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

JF Hillebrand (1983) Limited
Dissenga House
Weston Avenue
West Thurrock
Grays, Essex
Ordinary
100%
Hillebrand Gori Scotland Limited
Riverside Braehead, 4 Kings Inch Way, Renfrew, Scotland, PA4 8YU
Ordinary
100%
Trans Ocean Distribution (Shanghai) Co
Unit 1204-1205 Litong Plaza, No 1350 North Sichuan Rd, Shanghai -31 - CNSHA, 200082
Ordinary
100%
Trans Ocean Liquid Tech pty Limited
9 Christian Avenue
Cape Town
Western Cape
Ordinary
100%
Trans Ocean Liquid Tech Sdn Bhd
No 7 Jalan Canang Emas 8/kf10
Telok Gong
42000 Pelabuhan Klang
Selangor
Ordinary
100%
Trans Ocean Liquid Tech (Kunshan) Co
No 588 Feng Xing Road, Hua Qiao Economic Development Zone Co. Ltd, Kunshan - 32 - CNKUS, 215332
Ordinary
100%

Page 33

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

Fixed asset investments (continued)

Indirect subsidiary undertakings
The following were indirect subsidiary undertakings of the Company: 
ole26fc.png

Page 34

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

19.


Stocks

2023
2022
$
$

Finished goods and goods for resale
-
241,674

-
241,674



20.


Debtors

2023
2022
$
$

Due after more than one year

Deferred tax asset
193,360
-

193,360
-


As restated
2023
2022
$
$

Due within one year

Trade debtors
9,594,410
20,013,193

Amounts owed by group undertakings
13,138,667
68,919,025

Other debtors
789,513
1,445,934

Prepayments and accrued income
310,081
1,943,109

Tax recoverable
-
364,772

23,832,671
92,686,033


The amount owed by other group undertakings includes an amount of $11,004,404 owed by parent, relating to cash pooling, which is interest bearing at a rate of 5.12%. The balance of £2,134,263 is owed by other group entities, which are not interest bearing.


21.


Cash and cash equivalents

As restated
2023
2022
$
$

Cash at bank and in hand
3,742
52,319

3,742
52,319


Page 35

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

22.


Creditors: Amounts falling due within one year

2023
2022
$
$

Payments received on account
299,612
78,605

Trade creditors
6,638,599
9,862,750

Amounts owed to group undertakings
4,196,061
87,433,743

Corporation tax
624,410
-

Other taxation and social security
24,895
25,453

Other creditors
171,131
6,169

Accruals
9,898,278
13,713,534

Deferred income
5,969,224
8,904,430

27,822,210
120,024,684


The amount owed to other group undertakings includes an amount of $1,516,533 owed to parent, relating to cash pooling, which is interest bearing at a rate of 5.12%. The balance of $2,679,528 is owed to other group entities, which is not interest bearing.
Included in the movement of accruals is a release of $157,014.

Hillebrand Bulk Logistics Limited has provided a guarantee on a joint and several basis over group borrowings.
The loan of $76,500,000 held previously was paid in full during 2023.


23.


Deferred taxation




2023


$






Charged to profit or loss
193,360



At end of year
193,360

The deferred tax asset is made up as follows:

2023
2022
$
$


Decelerated capital allowances
5,859
-

Other timing differences
186,397
-

Share schemes
1,104
-

193,360
-

Page 36

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

24.


Share capital

2023
2022
$
$
Allotted, called up and fully paid



5,253,624 (2022 - 5,253,624) Ordinary shares of $1.99 each
10,430,066
10,430,066

Each ordinary share has equal voting and dividend rights.



25.


Reserves

Share premium account

This reserve records the amount above the nominal value received for shares sold, less transaction costs.

Other reserves

In 2013, the Company undertook a disposal of its investment in one group entity in exchange for shares in another group entity. This was done at book value and generated a gain on disposal of £5,632,878. This has been classified as an un-distributable reserve as the transaction was not completed at fair value.

Profit and loss account

This reserve records retained earnings and accumulated losses.


26.


Prior year adjustment

A prior year adjustment has been recognised in relation to the reclassification of the intercompany pooling position.
The impact of this prior year adjustment is shown below:

2022 as previously reported
Adjustment
2022 as restated
        $
        $
        $

Debtors: amounts falling due within one year

67,023,977

25,662,056

92,686,033
 
Cash in hand and in bank

25,714,375

(25,662,056)

52,319
 


27.


Pension commitments

At the balance sheet date, amounts due to defined contribution pension schemes amounted to $-19,842 (2022 - $19,368).
The amount recognised in profit or loss as an expense in relation to defined contribution plans was $99,449 (2022 - $246,955).

Page 37

 


HILLEBRAND BULK LOGISTICS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

28.


Commitments under operating leases

At 31 December 2023 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2023
2022
$
$


Not later than 1 year
13,007
105,029

Later than 1 year and not later than 5 years
35,596
55,555

48,603
160,584

Lease payments recognised as an expense in the year amounted to $184,413 (2022 - $193,577). 


29.


Related party transactions

The company is a wholly owned member of the J F Hillebrand Group AG and has taken advantage of the exemption permitted by Section 33 FRS 102 and not provided disclosures surrounding transactions entered into with other wholly owned members of the group.

30.

Parent undertaking and controlling party

The company's parent undertaking is Deutsche Post AG, a company incorporated in Germany.
The ultimate parent undertaking of the company is Deutsche Post AG, a company incorporated in Germany.
The largest and smallest company which prepares group accounts in the Group is Deutsche Post AG.
The company has not prepared group accounts as it is exempt from the requirement to do so by section 401 of the Companies Act 2006 as it is a subsidiary undertaking of Deutsche Post AG, a company incorporated in Germany, and is included in the consolidated accounts of the company.
Copies of the Deutsche Post AG financial statements are available from the registered office at Deutsche PostAG,Platz der Deutsche Post, CharlesdeGaulle Strasse 20, 53250 Bonn, Germany.
In the opinion of the Directors there is no one ultimate controlling party.

 
Page 38