Company registration number 07331961 (England and Wales)
TINMASTERS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
TINMASTERS LIMITED
COMPANY INFORMATION
Directors
J L D Crawford
D J P Davies
C T Edge
P Evans
Company number
07331961
Registered office
Tinmasters Bryntywod
Llangyfelach
Swansea
SA5 7LN
Auditor
UHY Hacker Young
Bradbury House
Mission Court
Newport
Gwent
United Kingdom
NP20 2DW
TINMASTERS LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Directors' responsibilities statement
5
Independent auditor's report
6 - 8
Profit and loss account
9
Statement of comprehensive income
10
Balance sheet
11
Statement of changes in equity
12
Notes to the financial statements
13 - 28
TINMASTERS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -

The directors present the strategic report for the year ended 31 December 2023.

Fair review of the business

The company operates primarily within the food and drink sector of the metal packaging industry.

 

The company’s revenue for the year ended 31 December 2023 was £13,223,244 compared to £15,253,270 in the year ended 31 December 2022.

 

The directors report an operating loss of £688,919 for the year ended 31 December 2023 compared to the operating loss of £435,077 for the year ended 31 December 2022. The company’s balance sheet remains strong, with £5.9m (2022: £6.8m) of net assets. Net current assets have reduced from £2.9m to £2.2m. Cash and cash equivalents at the year-end were £1,052,518 (2022: £312,053).

 

A large proportion of the company’s revenue derives from a single infant formula customer who primarily focus on a single geographic market, China. On 18 October 2023 this customer announced their decision to close their operation in Quarter 1 of 2026. The decision to close was based mainly on declining sales which was caused by a dramatic and prolonged fall in the Chinese birthrate. The falling Chinese birthrate compounded by additional factors has resulted in lower Infant Formula Print and Component sales for Tinmasters in 2023 and also 2024, and is the primary factor leading to a decision in November 2024 to consult with employees on ceasing operations in March 2025, whilst simultaneously considering options to sell the business. The company also experienced further decline in sales from its other major market, UK General Line Print, in 2023, and sales to date in 2024 show significant decline for the third consecutive year.  The directors have determined that the only option for the company is to cease trading in 2025.

Principal risks and uncertainties

The company's operations expose it to a variety of financial and operational risks. These risks are regularly reviewed by the Board to assess whether they reflect the most significant risks facing the business, based upon evolving internal and external factors. Careful risk management is fundamental to the ability of the business to execute its strategic objectives. The principle risks are detailed below along with managements mitigating actions.

 

a. Financial Risk Management:

 

Foreign currency - the main currency related risk arises from movements in the Euro to GBP exchange rate. This is managed by entering into forward currency option contracts. The fair value of these are incorporated in the financial statements.

 

Commodity price - whilst the company does not engage in taking speculative positions it does have to make significant forward purchases of certain materials. Reporting systems are in place to ensure that the Board is appraised of the exposure level on a regular basis.

 

Finance availability - there is a need to ensure that adequate financial resources are available to accommodate unexpected movements in working capital. The company has and continues to operate with banking facilities that provide healthy headroom above the anticipated maximum requirement as projected in working capital cycle forecasts.

 

b. Operational Risk Management:

 

Supply Chain Efficiency - Continued supply of the company’s raw materials for manufacturing activities, are vital to the success of the organisation and disruption to this supply would damage revenue streams. To minimise this risk, the company operates partnership relationships with key suppliers to ensure that optimum stock levels are maintained in the supply chain. A senior management team works to optimise stock turn ratios while ensuring adequate availability.

Cost of Energy - The increase in energy prices was a very significant risk to the company for the year ended 31 December 2022 and into 2023. The company has worked to mitigate this risk by looking at the most cost-effective sourcing options, reducing energy consumption where possible and increases in selling prices.

 

c. Commercial Risks

 

The company has had a high concentration of revenue with a single customer and market. It has since 2017 pursued a strategy of diversification to try and mitigate this risk.

TINMASTERS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -

On behalf of the board

J L D Crawford
Director
14 March 2025
TINMASTERS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -

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

Principal activities

The principal activity of the company is printing and conversion of metal for use within the metal packaging industry.

Results and dividends

The results for the year are set out on page 9; a fair review of the business is set out in the Strategic Report on page 1.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

Directors

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

J L D Crawford
D J P Davies
C T Edge
R O'Neill
(Resigned 20 December 2024)
P Evans
Qualifying third party indemnity provisions

The company has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.

Research and development

The company continues its research and development into Digital Printing which includes over the last 12 months developing a food grade digital ink.

Auditor

The auditor, UHY Hacker Young, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

Going concern

As outlined in the Fair Review of the Business the company has seen year on year decline in sales of Infant Formula Print and Components, its most significant market, and simultaneously experienced three consecutive years of reduced volumes in its other significant market, UK General Line Print. The phased closure of its major customer means it will become unprofitable and cash consuming from April 2025. The directors have reviewed the market trends and restructuring options and decided in November 2024 to consult with employees regarding the closure of the business, with operations stopping in March 2025. The company was simultaneously considering opportunities to sell the business; however the directors determined that the only option available was to cease trading and liquidate the company, accordingly these financial statements are prepared on a basis other than going concern. No adjustments have been necessary as a result of ceasing to adopt the going concern basis.

 

The company traded profitably during 2024, generating cash and paying down debt, and is forecast to continue to do so up until the proposed closure date. The directors have reviewed the forward forecasts and closure costs and are satisfied that the company will be able to settle its liabilities entirely, therefore undergoing a solvent liquidation.

TINMASTERS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 4 -
Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

On behalf of the board
J L D Crawford
Director
14 March 2025
TINMASTERS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 5 -

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

 

 

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 enable them to ensure that the financial statements comply with the Companies Act 2006. They 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.

TINMASTERS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF TINMASTERS LIMITED
- 6 -
Opinion

We have audited the financial statements of Tinmasters Limited (the 'company') for the year ended 31 December 2023 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

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 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.

Emphasis of matter

We draw attention to note 1.2 and note 2 of the financial statements (Going concern), which explains that following the loss of a significant customer and a period of consultation the directors have concluded that the most appropriate course of action for the company is to cease trading and liquidate; the directors therefore do not consider it to be appropriate to adopt the going concern basis of accounting in preparing the financial statements. Accordingly the financial statements have been prepared on a basis other than going concern as described in note 1.2. Our opinion is not modified in respect of this matter.

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

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

TINMASTERS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TINMASTERS LIMITED
- 7 -
Matters on which we are required to report by exception

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 material misstatements in the strategic report or the directors' report.

 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

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 auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

Our approach to identifying and assessing the risks of material misstatements in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

We assessed the susceptibility of the company's financial statements to material misstatements, including obtaining an understanding of how fraud might occur, by:

TINMASTERS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TINMASTERS LIMITED
- 8 -

To address the risk of fraud through management bias and override of controls, we:

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial statements, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

 

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Mr John Griffiths
Senior Statutory Auditor
For and on behalf of UHY Hacker Young
14 March 2025
Chartered Accountants
Statutory Auditor
Newport
Gwent
United Kingdom
TINMASTERS LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 9 -
2023
2022
Notes
£
£
Turnover
3
13,223,244
15,253,270
Cost of sales
(10,700,633)
(11,857,420)
Gross profit
2,522,611
3,395,850
Distribution costs
(300,967)
(353,839)
Administrative expenses
(2,910,563)
(3,477,088)
Operating loss
4
(688,919)
(435,077)
Interest receivable and similar income
7
-
0
65
Interest payable and similar expenses
8
(401,532)
(449,764)
Loss before taxation
(1,090,451)
(884,776)
Tax on loss
9
226,146
179,755
Loss for the financial year
(864,305)
(705,021)

The profit and loss account has been prepared on the basis that all operations are continuing operations.

TINMASTERS LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
- 10 -
2023
2022
£
£
Loss for the year
(864,305)
(705,021)
Other comprehensive income
-
-
Total comprehensive income for the year
(864,305)
(705,021)
TINMASTERS LIMITED
BALANCE SHEET
AS AT 31 DECEMBER 2023
31 December 2023
- 11 -
2023
2022
Notes
£
£
£
£
Fixed assets
Tangible assets
11
6,254,956
6,469,916
Current assets
Stocks
12
1,427,819
2,758,761
Debtors
13
3,308,786
5,182,005
Cash at bank and in hand
1,052,518
312,053
5,789,123
8,252,819
Creditors: amounts falling due within one year
15
(3,550,676)
(5,396,692)
Net current assets
2,238,447
2,856,127
Total assets less current liabilities
8,493,403
9,326,043
Creditors: amounts falling due after more than one year
16
(2,569,064)
(2,379,628)
Provisions for liabilities
Deferred tax liability
19
-
0
157,771
-
(157,771)
Net assets
5,924,339
6,788,644
Capital and reserves
Called up share capital
21
295,001
295,001
Profit and loss reserves
5,629,338
6,493,643
Total equity
5,924,339
6,788,644
The financial statements were approved by the board of directors and authorised for issue on 14 March 2025 and are signed on its behalf by:
J L D Crawford
Director
Company Registration No. 07331961
TINMASTERS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 12 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 January 2022
295,001
7,198,664
7,493,665
Year ended 31 December 2022:
Loss and total comprehensive income for the year
-
(705,021)
(705,021)
Balance at 31 December 2022
295,001
6,493,643
6,788,644
Year ended 31 December 2023:
Loss and total comprehensive income for the year
-
(864,305)
(864,305)
Balance at 31 December 2023
295,001
5,629,338
5,924,339
TINMASTERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 13 -
1
Accounting policies
Company information

Tinmasters Limited is a private company limited by shares incorporated in England and Wales. The registered office is Tinmasters Bryntywod, Llangyfelach, Swansea, SA5 7LN.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

 

 

The financial statements of the company are consolidated in the financial statements of Tinmasters Group Limited. These consolidated financial statements are available from its registered office, Tinmasters Bryntywod, Llangyfelach, Swansea, SA5 7LN.

1.2
Going concern

As outlined in the Fair Review of the Business the truecompany has seen year on year decline in sales of Infant Formula Print and Components, its most significant market, and simultaneously experienced three consecutive years of reduced volumes in its other significant market, UK General Line Print. The phased closure of its major customer means it will become unprofitable and cash consuming from April 2025. The directors have reviewed the market trends and restructuring options and decided in November 2024 to consult with employees regarding the closure of the business, with operations stopping in March 2025. The company was simultaneously considering opportunities to sell the business; however the directors determined that the only option available was to cease trading and liquidate the company, accordingly these financial statements are prepared on a basis other than going concern. No adjustments have been necessary as a result of ceasing to adopt the going concern basis.

 

The company traded profitably during 2024, generating cash and paying down debt, and is forecast to continue to do so up until the proposed closure date. The directors have reviewed the forward forecasts and closure costs and are satisfied that the company will be able to settle its liabilities entirely, therefore undergoing a solvent liquidation.

 

TINMASTERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 14 -
1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

1.4
Intangible fixed assets

Intangible assets are initially recognised at cost. after recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

 

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed five years.

 

Negative goodwill arising on business combinations, representing the excess of fair value of the fixed assets acquired over the fair value of the consideration, is capitalised.

 

Negative goodwill is amortised by equal annual instalments over its estimated useful life, which is driven by the underlying non-monetary assets, presently considered to be 7 years. Amortisation of goodwill is provided from the date of acquisition.

1.5
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

 

The company adds to the carrying amount of an item of fixed assets the cost of replacing part of such an item when the cost is incurred, if the replacement part is expected to provide incremental future benefits to the company. The carrying amount of the replaced part is derecognised. Repairs and maintenance are charged to the profit or loss during the period in which they are incurred.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Freehold land and buildings
25 years straight line
Leasehold land and buildings
over the lease term
Plant and equipment
3 - 25 years straight line
Fixtures and fittings
3 - 10 years straight line

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

1.6
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

TINMASTERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 15 -

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.7
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

 

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.8
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.9
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's balance sheet 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 debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

TINMASTERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 16 -
Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

TINMASTERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 17 -
Other financial liabilities

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 finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.10
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.11
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

TINMASTERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 18 -
1.12
Retirement benefits

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.

 

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.13
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

1.14
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

TINMASTERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 19 -
2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Going concern

As at 31 December 2023, the company had net current assets of £2,238,447 (2022: £2,856,127).

In assessing the company’s ability to continue as a going concern, the directors reviewed the company’s cashflow and profit forecasts for the foreseeable future and considered the company’s performance with respect to cash and facility headroom. The review included a sensitivity analysis based on the business’ key risks which, after taking into account existing plans and preparations, include a reasonable worst-case scenario, for volume fluctuations.

The directors were satisfied that the company had adequate resources to continue in operational existence for the foreseeable future, however, because of the situation described in 1.2 above, the directors determined that there was no realistic option available other than ceasing trading, therefore the directors determined that it was not appropriate to adopt the going concern basis in preparing these financial statements.

Impairment of fixed assets

Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there are indicators of impairment, a review is carried out and if there is objective evidence of impairment, an impairment loss is recognised in profit or loss as follows: for financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the recoverable amounts being the higher of the amount that would be received for the asset if it were to be sold at the reporting date and the value in use, being the discounted cashflows expected to be achieved by using the assets alone or in conjunction with other assets.

 

The carrying value of tangible fixed assets at the balance sheet date was £6,254,956 (2022: £6,469,916).  The operating loss sustained during the year was deemed to be an indicator of impairment.  The directors have determined that the value in use is higher than the carrying value and accordingly no impairment loss has been recognised.  This clearly involves significant judgement since it involves forecasting future cashflows.

TINMASTERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
2
Judgements and key sources of estimation uncertainty
(Continued)
- 20 -
Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Useful economic lives of fixed assets

The annual depreciation charge for tangible fixed assets is sensitive to change in the estimated useful economic lives of the assets. The useful economic lives are re-assessed and amended when necessary to reflect current estimates, based in technological advancement, future investments, economic utilisation and the physical condition of the assets.

Stock valuation

Work in progress and finished goods are valued at the directors' best estimate on the cost of bringing inventories to their present location and condition including the costs of purchases and estimated costs of conversion. The costs of conversion directly relate to production, such as direct labour. They also include a systematic allocation of fixed and variable production overheads that are incurred in converting materials into finished goods. The costs of conversion are based on the board's best estimate of direct production costs and overhead absorbed.

 

For work in progress the estimate is based on the number of passes completed out of those required through the printing machine. The valuation clearly involves significant judgement.

3
Turnover and other revenue

The whole of the revenue is attributable to the principal activities of metal printing and or conversion.

 

2023
2022
£
£
Turnover analysed by geographical market
UK
5,080,207
6,834,931
Europe
8,143,037
8,418,339
13,223,244
15,253,270
2023
2022
£
£
Other revenue
Interest income
-
65

An analysis of revenue has not been presented, as in the opinion of the directors, the disclosure of any information required would be seriously prejudicial to the interests of the company.

TINMASTERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 21 -
4
Operating loss
2023
2022
Operating loss for the year is stated after charging/(crediting):
£
£
Exchange losses/(gains)
25,542
(23,580)
Fees payable to the company's auditor for the audit of the company's financial statements
18,000
17,050
Depreciation of owned tangible fixed assets
225,941
225,386
Depreciation of tangible fixed assets held under finance leases
204,863
204,863
5
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2023
2022
Number
Number
Selling & Administration
11
11
Production
62
67
Total
73
78

Their aggregate remuneration comprised:

2023
2022
£
£
Wages and salaries
2,988,244
2,996,403
Social security costs
295,082
328,008
Pension costs
220,720
206,912
3,504,046
3,531,323
6
Directors' remuneration
2023
2022
£
£
Remuneration for qualifying services
369,001
351,223
Company pension contributions to defined contribution schemes
31,291
29,427
400,292
380,650

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 3 (2022 - 3).

TINMASTERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
6
Directors' remuneration
(Continued)
- 22 -
Remuneration disclosed above include the following amounts paid to the highest paid director:
2023
2022
£
£
Remuneration for qualifying services
157,765
148,384
Company pension contributions to defined contribution schemes
13,358
12,569

As total directors' remuneration was less than £200,000 in the current year, no disclosure is provided for that year.

7
Interest receivable and similar income
2023
2022
£
£
Interest income
Interest on bank deposits
-
0
65
8
Interest payable and similar expenses
2023
2022
£
£
Interest on bank overdrafts and loans
10,324
47,741
Interest on invoice finance arrangements
90,335
71,653
Other interest on shareholder loans
87,048
84,976
Interest on finance leases and hire purchase contracts
213,825
245,394
401,532
449,764
9
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
-
0
(84,615)
Adjustments in respect of prior periods
-
0
(15)
Total current tax
-
0
(84,630)
Deferred tax
Origination and reversal of timing differences
(226,146)
(157,550)
Adjustment in respect of prior periods
-
0
62,425
Total deferred tax
(226,146)
(95,125)
Total tax credit
(226,146)
(179,755)
TINMASTERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
9
Taxation
(Continued)
- 23 -

The actual credit for the year can be reconciled to the expected credit for the year based on the profit or loss and the standard rate of tax as follows:

2023
2022
£
£
Loss before taxation
(1,090,451)
(884,776)
Expected tax credit based on the standard rate of corporation tax in the UK of 23.52% (2022: 19.00%)
(256,480)
(168,107)
Tax effect of expenses that are not deductible in determining taxable profit
917
141
Tax effect of income not taxable in determining taxable profit
-
0
612
Tax effect of utilisation of tax losses not previously recognised
71,099
-
0
Unutilised tax losses carried forward
-
0
206,134
Adjustments in respect of prior years
-
0
608
Effect of change in corporation tax rate
(13,383)
(71,091)
Permanent capital allowances in excess of depreciation
-
0
(6,292)
Depreciation on assets not qualifying for tax allowances
6,584
5,524
Research and development tax credit
(34,883)
(147,284)
Taxation credit for the year
(226,146)
(179,755)
10
Intangible fixed assets
Negative goodwill
£
Cost
At 1 January 2023 and 31 December 2023
(1,350,000)
Amortisation and impairment
At 1 January 2023 and 31 December 2023
(1,350,000)
Carrying amount
At 31 December 2023
-
0
At 31 December 2022
-
0

Negative goodwill relates to the acquisition of the trade and net assets of LINPAC Metal Packaging Limited on 31 December 2010. The estimated useful economic life of negative goodwill is driven by the useful economic life of the fair value of plant and machinery and as such is being credited to the Statement of Comprehensive Income over a period of 7 years in line with the depreciation policy of these assets.

TINMASTERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 24 -
11
Tangible fixed assets
Freehold land and buildings
Leasehold land and buildings
Plant and equipment
Fixtures and fittings
Total
£
£
£
£
£
Cost
At 1 January 2023
6,600
915,013
7,276,195
314,360
8,512,168
Additions
-
0
-
0
199,813
16,031
215,844
Disposals
-
0
-
0
(334,961)
(50,328)
(385,289)
At 31 December 2023
6,600
915,013
7,141,047
280,063
8,342,723
Depreciation and impairment
At 1 January 2023
-
0
27,286
1,879,290
135,676
2,042,252
Depreciation charged in the year
-
0
13,642
376,191
40,971
430,804
Eliminated in respect of disposals
-
0
-
0
(334,961)
(50,328)
(385,289)
At 31 December 2023
-
0
40,928
1,920,520
126,319
2,087,767
Carrying amount
At 31 December 2023
6,600
874,085
5,220,527
153,744
6,254,956
At 31 December 2022
6,600
887,727
5,396,905
178,684
6,469,916

The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.

2023
2022
£
£
Plant and equipment
4,028,967
4,233,829
12
Stocks
2023
2022
£
£
Raw materials and consumables
813,636
1,886,764
Work in progress
188,936
51,191
Finished goods and goods for resale
425,247
820,806
1,427,819
2,758,761
TINMASTERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 25 -
13
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
862,807
2,764,920
Corporation tax recoverable
-
0
84,615
Amounts owed by group undertakings
2,078,873
2,093,437
Other debtors
23,060
94,835
Prepayments and accrued income
275,671
144,198
3,240,411
5,182,005
2023
2022
Amounts falling due after more than one year:
£
£
Deferred tax asset (note 19)
68,375
-
0
Total debtors
3,308,786
5,182,005
14
Financial instruments
2023
2022
£
£
Debt instruments measured at amortised cost
2,947,777
4,943,357
Carrying amount of financial liabilities
Measured at fair value through profit or loss
- Other financial liabilities
10,469
39,714
Measured at amortised cost
6,038,332
7,440,969
15
Creditors: amounts falling due within one year
2023
2022
Notes
£
£
Bank loans
17
644,070
1,394,421
Obligations under finance leases
18
402,778
372,531
Trade creditors
1,792,765
2,395,032
Taxation and social security
70,939
295,637
Derivative financial instruments
10,469
39,714
Other creditors
753
580,763
Accruals and deferred income
628,902
318,594
3,550,676
5,396,692
TINMASTERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 26 -
16
Creditors: amounts falling due after more than one year
2023
2022
Notes
£
£
Obligations under finance leases
18
1,989,064
2,379,628
Other creditors
580,000
-
0
2,569,064
2,379,628
17
Loans and overdrafts
2023
2022
£
£
Bank loans
644,070
1,394,421
Payable within one year
644,070
1,394,421
18
Finance lease obligations
2023
2022
Future minimum lease payments due under finance leases:
£
£
Within one year
402,778
372,531
In two to five years
1,784,631
1,753,552
In over five years
204,433
626,076
2,391,842
2,752,159

Finance lease payments represent rentals payable by the company for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 6 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

19
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Liabilities
Liabilities
Assets
Assets
2023
2022
2023
2022
Balances:
£
£
£
£
Accelerated capital allowances
-
1,047,061
(1,052,212)
-
Tax losses
-
(883,808)
1,115,415
-
Retirement benefit obligations
-
(4,236)
4,549
-
Other
-
(1,246)
623
-
-
157,771
68,375
-
TINMASTERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
19
Deferred taxation
(Continued)
- 27 -
2023
Movements in the year:
£
Liability at 1 January 2023
157,771
Credit to profit or loss
(226,146)
Asset at 31 December 2023
(68,375)
20
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
220,720
206,912

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

21
Share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
295,001
295,001
295,001
295,001
22
Operating lease commitments

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2023
2022
£
£
Within one year
78,770
112,135
Between two and five years
85,041
79,811
163,811
191,946
23
Related party transactions

During the year ended 31 December 2023, the company paid management charges of £nil (2022: £250,000) to Chamonix Private Equity LLP, a shareholder of the company's parent undertaking.

 

Also at the year end, the company was owed £2,078,873 (2022: £2,093,437) by Tinmasters Group Limited, its ultimate parent company. This amount being included in debtors.

TINMASTERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 28 -
24
Ultimate controlling party

The company's immediate and ultimate parent company is Tinmasters Group Limited, a company incorporated in England and Wales. Tinmasters Group Limited is the parent undertaking of the smallest and largest group of undertakings to consolidate these financial statements. The consolidated financial statements of Tinmasters Group Limited for the financial year ended 31 December 2023 will be available from its registered address at Tinmasters Bryntywod, Llangyfelach, Swansea, SA5 7LN.

As at 31 December 2023, the ultimate controlling party was Mrs J L D Crawford, by virtue of her majority interest in the issued ordinary share capital of the parent company.

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