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Rain Nutrience Holding Limited

Annual Report and Consolidated Financial Statements
Year Ended 30 September 2024

Registration number: 12098550

 

Rain Nutrience Holding Limited

Contents

Company Information

1

Strategic Report

2 to 3

Directors' Report

4

Statement of Directors' Responsibilities

5

Independent Auditor's Report

6 to 9

Consolidated Profit and Loss Account

10

Consolidated Balance Sheet

11

Balance Sheet

12

Consolidated Statement of Changes in Equity

13

Statement of Changes in Equity

14

Consolidated Statement of Cash Flows

15

Notes to the Financial Statements

16 to 34

 

Rain Nutrience Holding Limited

Company Information

Directors

Mr R O'Connell

Mr K D Dunbar

Registered office

Unit 21
Flightway Business Park
Dunkeswell
Honiton
EX14 4RD

Auditors

PKF Francis Clark
Statutory AuditorCentenary House
Peninsula Park
Rydon Lane
Exeter
EX2 7XE

 

Rain Nutrience Holding Limited

Strategic Report

Year Ended 30 September 2024

The directors present their strategic report for the year ended 30 September 2024.

Principal activity

The principal activity of the group is the manufacture and supply of nutraceutical products.

Fair review of the business

Group turnover has increased by £4,253k from £10,681k in 2023 to £14,934k in 2024. The group has had significant changes with the acquisition of Northman Nutrition Ltd and changes to their customer basis which has led to new products and new markets.

Whilst turnover has increased, EBITDA has decreased by £378k from £1,795k in 2023 to £1,417k in 2024. This is largely due to an increase in costs from our change in customer base coupled with an increase in wages and salaries costs, which have increased due to the demand for extra labour to fulfil orders and general salary increases.

The directors plan to keep adding new customers and supporting existing customers growth, whilst adding new manufacturing capabilities and focusing on new product development initiatives. This requires an investment in overheads which has been absorbed in the current year for future growth while at the same time continuously investing is equipment and assets.

The plan to develop a 3.1 acre commercial site to grow future operations continues.

The directors rely on a number of financial key performance indicators ‘KPIs’ which are analysed and reviewed on a regular basis. Turnover and EBITDA are considered to be the main KPI’s for the business, these are detailed in the Statement of Profit and Loss Account on page 10.

As noted above the purchase of Northman Nutrition Ltd was concluded at the start of this financial year as part of the strategy to broaden reach within the nutraceuticals sector. The operations of Northman Nutrition continue to be managed through a separate entity while backed by the group.

Principal risks and uncertainties

The directors identify and mitigate risks that could cause disruption of core trading activities.

Following the uncertainty at the time caused by Brexit the directors identified this area of risk and have since continued to pay close attention to ongoing factors affecting the global supply chain. Mitigation has been achieved by allocating staff resource to manage stock holding and to diversify the supply base, allowing faster reactions to identified delays and broadening the field.

The debtor ledger is continually monitored for areas of risk both internally and with the backing of third party support.

Volatility in raw material pricing requires monitoring and investment in staffing. The group will continue to monitor this to ensure that prices are captured and reflected in the pricing of the finished product.

Overall, the group continues to identify and mitigate risk.

 

Rain Nutrience Holding Limited

Strategic Report

Year Ended 30 September 2024

Approved by the Board on 14 April 2025 and signed on its behalf by:

.........................................
Mr R O'Connell
Director

.........................................
Mr K D Dunbar
Director

 
     
 

Rain Nutrience Holding Limited

Directors' Report

Year Ended 30 September 2024

The directors present their report and the for the year ended 30 September 2024.

Directors of the group

The directors who held office during the year were as follows:

Mr R O'Connell

Mr K D Dunbar

Financial instruments
The group's principal financial instruments comprise bank balances and bank loans, trade creditors, trade debtors and loans to/from group companies. The main purpose of these instruments is to provide funds for the group's operations.

The group's approach to managing risks applicable to the financial instruments concerned is shown below.

The group is exposed to price movements in the market place. Management continually monitor price movements and trends and factor these into buying decisions and the pricing of goods to reduce price risk as much as possible.

Trade debtors are regularly monitored for amounts outstanding for both time and credit limits.

The group manages liquidity risk by maintaining adequate cash balances.

Trade creditors are managed by ensuring that sufficient funds are available to meet amounts due.

The group maintains bank accounts in multiple currencies to reduce the exchange rate risk.

Future developments
The group continues to grow their customer base, products and new markets which is the main focus of increasing revenue.

Dividends
Ordinary dividends were paid amount to £33,708 (2023: £35,000).

Disclosure of information to the auditor

Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.

Approved by the Board on 14 April 2025 and signed on its behalf by:

.........................................
Mr R O'Connell
Director

.........................................
Mr K D Dunbar
Director

 
     
 

Rain Nutrience Holding Limited

Statement of Directors' Responsibilities

The directors acknowledge their responsibilities for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

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

select suitable accounting policies and apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

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

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group's and the company's transactions and disclose with reasonable accuracy at any time the financial position of the group and the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

 

Rain Nutrience Holding Limited

Independent Auditor's Report to the Members of Rain Nutrience Holding Limited

Opinion

We have audited the financial statements of Rain Nutrience Holding Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 September 2024, which comprise the Consolidated Profit and Loss Account, Consolidated Balance Sheet, Balance Sheet, Consolidated Statement of Changes in Equity, Statement of Changes in Equity, Consolidated Statement of Cash Flows, and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

give a true and fair view of the state of the group's and the parent company's affairs as at 30 September 2024 and of the group's profit for the year then ended;

have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

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

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

Other information

The directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

 

Rain Nutrience Holding Limited

Independent Auditor's Report to the Members of Rain Nutrience Holding Limited

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinion on other matter prescribed by the Companies Act 2006

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

the information given in the Strategic Report and Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of our knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report and the Directors' Report.

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

adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

the parent company financial statements are not in agreement with the accounting records and returns; or

certain disclosures of directors' remuneration specified by law are not made; or

we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page 5, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group’s and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

 

Rain Nutrience Holding Limited

Independent Auditor's Report to the Members of Rain Nutrience Holding Limited

Auditor’s responsibilities for the audit of the financial statements

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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Based on our understanding of the group and the industry in which it operates, we identified the principal risks of non-compliance with laws and regulations as relating to breaches around health and safety regulations, the General Data Protection Regulations ("GDPR") and the food safety regulations. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as The Companies Act 2006, and relevant tax legislation.

We also evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements and determined that the principal risks were related to the overstatement of profit, either through overstating revenue, understating expenditure or management bias in accounting estimates.
Based on this understanding we designed our audit procedures to identify irregularities. Our procedures involved the following:

● Enquiries to members of senior management regarding their knowledge of any non-compliance or potential non-compliance with laws and regulations that could affect the financial statements. As part of these enquiries we also discussed with management whether there have been any known instances of material fraud, of which there were none;
● Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;
● Review of any health and safety incidents which have been reported under The Reporting of Injuries, Diseases and Dangerous Occurrences Regulations 2013 (“RIDDOR”) during the period;
● Review of the group's procedures in relation to GDPR and enquiries to management as to the occurrence and outcome of any reportable breaches;
● Review of food safety ratings and reports, and enquiries of management in relation to any ongoing food safety reviews and communications;
● Auditing the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business;
● Challenging assumptions and judgements made by management in its significant accounting estimates;
● Testing, on a sample basis, the recognition of revenue and costs, in particular around the year end date; and
● Examining draft tax computations and involving the use of our specialists as required.

 

Rain Nutrience Holding Limited

Independent Auditor's Report to the Members of Rain Nutrience Holding Limited

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate omissions, collusion, forgery, misrepresentations, or the override of internal controls. We are also less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: 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.

......................................
Robert Deare (Senior Statutory Auditor)
PKF Francis Clark, Statutory Auditor

Centenary House
Peninsula Park
Rydon Lane
Exeter
EX2 7XE

16 April 2025

 

Rain Nutrience Holding Limited

Consolidated Profit and Loss Account

Year Ended 30 September 2024

Note

2024
£

2023
£

Turnover

3

14,933,652

10,681,231

Cost of sales

 

(9,501,028)

(6,273,721)

Gross profit

 

5,432,624

4,407,510

Administrative expenses

 

(4,502,365)

(3,031,561)

Operating profit

4

930,259

1,375,949

Other interest receivable and similar income

8

17,125

6,927

Interest payable and similar expenses

9

(39,493)

(44,370)

   

(22,368)

(37,443)

Profit before tax

 

907,891

1,338,506

Tax on profit

10

(230,558)

(738,926)

Profit for the financial year

 

677,333

599,580

 

Rain Nutrience Holding Limited

Consolidated Balance Sheet

30 September 2024

Note

2024
£

2023
£

Fixed assets

 

Intangible assets

11

74,601

-

Tangible assets

12

3,772,754

3,675,551

 

3,847,355

3,675,551

Current assets

 

Stocks

14

1,252,402

1,183,150

Debtors

15

2,482,845

1,984,530

Cash at bank and in hand

 

1,143,497

1,388,106

 

4,878,744

4,555,786

Creditors: Amounts falling due within one year

17

(1,981,453)

(1,962,029)

Net current assets

 

2,897,291

2,593,757

Total assets less current liabilities

 

6,744,646

6,269,308

Creditors: Amounts falling due after more than one year

17

(231,782)

(379,454)

Provisions for liabilities

20

(407,000)

(427,615)

Net assets

 

6,105,864

5,462,239

Capital and reserves

 

Called up share capital

22

100

100

Share premium reserve

11,000

11,000

Profit and loss account

6,094,764

5,451,139

Shareholders' funds

 

6,105,864

5,462,239

Approved and authorised by the Board on 14 April 2025 and signed on its behalf by:
 

.........................................
Mr R O'Connell
Director

.........................................
Mr K D Dunbar
Director

 
     

Company Registration Number: 12098550

 

Rain Nutrience Holding Limited

Balance Sheet

30 September 2024

Note

2024
£

2023
£

Fixed assets

 

Tangible assets

12

3,700,229

3,640,808

Investments

13

307,364

1,000

 

4,007,593

3,641,808

Current assets

 

Debtors

15

466,252

143,893

Cash at bank and in hand

 

60,603

49,129

 

526,855

193,022

Creditors: Amounts falling due within one year

17

(206,018)

(302,815)

Net current assets/(liabilities)

 

320,837

(109,793)

Total assets less current liabilities

 

4,328,430

3,532,015

Creditors: Amounts falling due after more than one year

17

(111,782)

(299,690)

Provisions for liabilities

20

(402,000)

(418,929)

Net assets

 

3,814,648

2,813,396

Capital and reserves

 

Called up share capital

22

100

100

Profit and loss account

3,814,548

2,813,296

Shareholders' funds

 

3,814,648

2,813,396

The company has taken the exemption in section 408 of the Companies Act 2006 and has not presented its individual profit and loss account. The company made a profit after tax for the financial year of £1,034,960 (2023 - profit of £1,126,724).

Approved and authorised by the Board on 14 April 2025 and signed on its behalf by:
 

.........................................
Mr R O'Connell
Director

.........................................
Mr K D Dunbar
Director

 
     

Company Registration Number: 12098550

 

Rain Nutrience Holding Limited

Consolidated Statement of Changes in Equity

Year Ended 30 September 2024

Share capital
£

Share premium
£

Profit and loss account
£

Total
£

At 1 October 2023

100

11,000

5,451,139

5,462,239

Profit for the year

-

-

677,333

677,333

Dividends

-

-

(33,708)

(33,708)

At 30 September 2024

100

11,000

6,094,764

6,105,864


 

Share capital
£

Share premium
£

Profit and loss account
£

Total
£

At 1 October 2022

100

11,000

4,886,559

4,897,659

Profit for the year

-

-

599,580

599,580

Dividends

-

-

(35,000)

(35,000)

At 30 September 2023

100

11,000

5,451,139

5,462,239

 

Rain Nutrience Holding Limited

Statement of Changes in Equity

Year Ended 30 September 2024

Share capital
£

Profit and loss account
£

Total
£

At 1 October 2023

100

2,813,296

2,813,396

Profit for the year

-

1,034,960

1,034,960

Dividends

-

(33,708)

(33,708)

At 30 September 2024

100

3,814,548

3,814,648


 

Share capital
£

Profit and loss account
£

Total
£

At 1 October 2022

100

1,721,572

1,721,672

Profit for the year

-

1,126,724

1,126,724

Dividends

-

(35,000)

(35,000)

At 30 September 2023

100

2,813,296

2,813,396

 

Rain Nutrience Holding Limited

Consolidated Statement of Cash Flows

Year Ended 30 September 2024

Note

2024
£

2023
£

Cash flows from operating activities

Profit for the year

 

677,333

599,580

Adjustments to cash flows from non-cash items

 

Depreciation and amortisation

4

486,732

419,359

Loss on disposal of tangible assets

919

9,847

Finance income

8

(17,125)

(6,927)

Finance costs

9

39,493

44,370

Income tax expense

10

230,558

738,926

 

1,417,910

1,805,155

Working capital adjustments

 

Increase in stocks

14

(69,252)

(271,849)

Increase in trade debtors

15

(498,315)

(863,383)

Increase in trade creditors

17

316,445

296,950

Cash generated from operations

 

1,166,788

966,873

Income taxes paid

10

(452,484)

(18,024)

Net cash flow from operating activities

 

714,304

948,849

Cash flows from investing activities

 

Interest received

17,125

6,927

Acquisitions of tangible assets

(581,356)

(397,910)

Proceeds from sale of tangible assets

 

4,791

69,749

Acquisition of intangible assets

11

(82,890)

-

Net cash flows from investing activities

 

(642,330)

(321,234)

Cash flows from financing activities

 

Interest paid

9

(39,493)

(44,370)

Repayment of bank borrowing

 

(80,000)

(80,000)

Repayment of other borrowing

 

(50,542)

50,542

Payments to finance lease creditors

 

(112,840)

(159,927)

Dividends paid

(33,708)

(35,000)

Net cash flows from financing activities

 

(316,583)

(268,755)

Net (decrease)/increase in cash and cash equivalents

 

(244,609)

358,860

Cash and cash equivalents at 1 October

 

1,388,106

1,029,246

Cash and cash equivalents at 30 September

 

1,143,497

1,388,106

 

Rain Nutrience Holding Limited

Notes to the Financial Statements

Year Ended 30 September 2024

1

General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
Unit 21
Flightway Business Park
Dunkeswell
Honiton
EX14 4RD

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'.

Basis of preparation

These financial statements have been prepared using the historical cost convention, modified to include certain items at fair value.

The functional currency is considered to be pounds sterling because that is the currency of the primary economic environment in which the company and group operates in.

Basis of consolidation

The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 30 September 2024.

As a consolidated profit and loss account is published, a separate profit and loss account for the parent company is omitted from the group financial statements by virtue of section 408 of the Companies Act 2006.

A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.

Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.

 

Rain Nutrience Holding Limited

Notes to the Financial Statements

Year Ended 30 September 2024

Going concern

The directors are satisfied that the group has adequate resources available to discharge its obligations as they fall due for a period of at least 12 months from the date of approval of these financial statements and the group therefore continues to adopt the going concern basis in preparing its financial statements.

In making their assessment, the directors have fully considered the impact of the current economic environment and its potential impact on cash flow, working capital requirements and the ability for the group to service its loan finance.

Revenue recognition

Revenue is recognised when the risks and rewards associated with the group's products are transferred to the customer, which is either on despatch or delivery, depending on the inco terms agreed with each customer.

Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date.

Tax

Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

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

Deferred tax is recognised on all timing differences at the balance sheet date unless indicated below. Timing differences are differences between taxable profits and the results as stated in the consolidated profit and loss account and other comprehensive income. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

 

Rain Nutrience Holding Limited

Notes to the Financial Statements

Year Ended 30 September 2024

Deferred tax

Deferred tax is recognised on all timing differences at the balance sheet date unless indicated below. Timing differences are differences between taxable profits and the results as stated in the profit and loss account and other comprehensive income. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

Tangible assets

Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Land and buildings

20% straight line

Furniture, fittings and equipment

33% straight line

Motor vehicles

20% reducing balance

Plant and machinery

10% - 33% straight line

Business combinations

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

Goodwill

Goodwill is amortised over its useful life, which shall not exceed ten years if a reliable estimate of the useful life cannot be made.

Amortisation

Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:

Asset class

Amortisation method and rate

Goodwill

10% straight line

 

Rain Nutrience Holding Limited

Notes to the Financial Statements

Year Ended 30 September 2024

Investments

Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.

The company recognises dividend income on receipt.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell.

The cost of finished goods and work in progress comprises direct materials. At each reporting date, stocks are assessed for impairment. If stocks are impaired, the carrying amount is reduced to its selling price less costs to complete and sell; the impairment loss is recognised immediately in profit or loss.

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

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

Assets held under finance leases are recognised at the lower of their fair value at inception of the lease and the present value of the minimum lease payments. These assets are depreciated on a straight-line basis over the shorter of the useful life of the asset and the lease term. The corresponding liability to the lessor is included in the balance sheet as a finance lease obligation.

Lease payments are apportioned between finance costs in the profit and loss account and reduction of the lease obligation so as to achieve a constant periodic rate of interest on the remaining balance of the liability.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the group has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

 

Rain Nutrience Holding Limited

Notes to the Financial Statements

Year Ended 30 September 2024

Financial instruments

Classification
The group holds the following financial instruments:

• Short term trade and other debtors and creditors;
• Bank loans; and
• Cash and bank balances.

All financial instruments are classified as basic.

 Recognition and measurement
The group has chosen to apply the recognition and measurement principles in FRS102.

Financial instruments are recognised when the group becomes party to the contractual provisions of the instrument and derecognised when in the case of assets, the contractual rights to cash flows from the assets expire or substantially all the risks and rewards of ownership are transferred to another party, or in the case of liabilities, when the group’s obligations are discharged, expire or are cancelled.

Except for bank loans, such instruments are initially measured at transaction price, including transaction costs, and are subsequently carried at the undiscounted amount of the cash or other consideration expected to be paid or received, after taking account of impairment adjustments.

Bank loans are initially measured at transaction price, including transaction costs, and are subsequently carried at amortised cost using the effective interest method.

3

Turnover

The analysis of the group's Turnover for the year from continuing operations is as follows:

2024
£

2023
£

Sale of goods

14,933,652

10,681,231

The analysis of the group's Turnover for the year by market is as follows:

2024
£

2023
£

UK

13,886,745

9,401,035

Europe

788,037

744,238

Rest of world

258,870

535,958

14,933,652

10,681,231

 

Rain Nutrience Holding Limited

Notes to the Financial Statements

Year Ended 30 September 2024

4

Operating profit

Arrived at after charging/(crediting)

2024
£

2023
£

Depreciation expense

478,443

419,357

Amortisation expense

8,289

-

Foreign exchange losses

3,041

13,555

Loss on disposal of property, plant and equipment

919

9,847

5

Staff costs

The aggregate payroll costs (including directors' remuneration) were as follows:

2024
£

2023
£

Wages and salaries (including agency)

4,977,055

3,483,639

Social security costs

364,499

281,071

Pension costs, defined contribution scheme

94,878

85,885

Other employee expense

4,058

-

5,440,490

3,850,595

The average number of persons employed by the group (including directors) during the year, analysed by category was as follows:

2024
No.

2023
No.

Staff

111

86

Directors

2

2

113

88

6

Directors' remuneration

The directors' remuneration for the year was as follows:

2024
£

2023
£

Remuneration

161,617

156,886

7

Auditor's remuneration

2024
£

2023
£

Audit of these financial statements

4,000

11,000

 

Rain Nutrience Holding Limited

Notes to the Financial Statements

Year Ended 30 September 2024


 

8

Other interest receivable and similar income

2024
£

2023
£

Interest income on bank deposits

17,125

6,927

9

Interest payable and similar expenses

2024
£

2023
£

Interest on obligations under finance leases and hire purchase contracts

21,359

30,497

Interest expense on other finance liabilities

18,134

13,873

39,493

44,370

 

Rain Nutrience Holding Limited

Notes to the Financial Statements

Year Ended 30 September 2024

10

Taxation

Tax charged/(credited) in the consolidated profit and loss account

2024
£

2023
£

Current taxation

UK corporation tax

228,750

738,926

UK corporation tax adjustment to prior periods

22,758

-

251,508

738,926

Deferred taxation

Arising from origination and reversal of timing differences

(20,950)

-

Tax expense in the income statement

230,558

738,926

The tax on profit before tax for the year is higher than the standard rate of corporation tax in the UK (2023 - higher than the standard rate of corporation tax in the UK) of 25% (2023 - 22.01%).

The differences are reconciled below:

2024
£

2023
£

Profit before tax

907,891

1,338,506

Corporation tax at standard rate

226,973

294,605

Increase/(decrease) in tax from adjustment for prior periods

22,508

(46,500)

Tax decrease from effect of capital allowances and depreciation

(2,221)

(4,558)

Effect of expense not deductible in determining taxable profit

5,381

-

Tax increase arising from group relief

-

266,159

Deferred tax expense relating to changes in tax rates or laws

-

239,578

Tax decrease from other tax effects

(22,083)

(10,358)

Total tax charge

230,558

738,926

Deferred tax

Group

Deferred tax assets and liabilities

2024

Liability
£

Accelerated capital allowances

407,000

407,000

 

Rain Nutrience Holding Limited

Notes to the Financial Statements

Year Ended 30 September 2024

2023

Liability
£

Accelerated capital allowances

427,615

427,615

Company

Deferred tax assets and liabilities

2024

Liability
£

Accelerated capital allowances

402,000

402,000

2023

Liability
£

Accelerated capital allowances

418,929

418,929

 

Rain Nutrience Holding Limited

Notes to the Financial Statements

Year Ended 30 September 2024

11

Intangible assets

Group

Goodwill
 £

Total
£

Cost or valuation

Additions acquired via combinations

82,890

82,890

At 30 September 2024

82,890

82,890

Amortisation

Amortisation charge

8,289

8,289

At 30 September 2024

8,289

8,289

Carrying amount

At 30 September 2024

74,601

74,601




 

 

Rain Nutrience Holding Limited

Notes to the Financial Statements

Year Ended 30 September 2024

12

Tangible assets

Group

Leasehold land and buildings
£

Furniture, fittings and equipment
 £

Motor vehicles
 £

Properties under construction
 £

Plant and machinery
£

Total
£

Cost or valuation

At 1 October 2023

915,363

55,761

94,363

1,591,719

2,304,206

4,961,412

Additions

94,816

52,916

7,495

56,530

369,599

581,356

Acquired through business combinations

8,020

12,828

-

-

-

20,848

Disposals

-

(16,421)

-

-

(9,717)

(26,138)

At 30 September 2024

1,018,199

105,084

101,858

1,648,249

2,664,088

5,537,478

Depreciation

At 1 October 2023

556,329

21,018

24,336

-

684,178

1,285,861

Charge for the year

193,369

31,540

15,255

-

238,279

478,443

Eliminated on disposal

-

(16,023)

-

-

(4,405)

(20,428)

Acquired through business combinations

8,020

12,828

-

-

-

20,848

At 30 September 2024

757,718

49,363

39,591

-

918,052

1,764,724

Carrying amount

At 30 September 2024

260,481

55,721

62,267

1,648,249

1,746,036

3,772,754

At 30 September 2023

359,034

34,743

70,027

1,591,719

1,620,028

3,675,551

 

Rain Nutrience Holding Limited

Notes to the Financial Statements

Year Ended 30 September 2024

Assets held under finance leases and hire purchase contracts

The net carrying amount of tangible assets includes the following amounts in respect of assets held under finance leases and hire purchase contracts:

2024
£

2023
£

Plant and machinery

302,383

451,566

   

Company

Leasehold land and buildings
£

Motor vehicles
 £

Properties under construction
 £

Plant and machinery
£

Total
£

Cost or valuation

At 1 October 2023

915,363

94,363

1,591,719

2,304,206

4,905,651

Additions

91,954

7,495

56,530

355,021

511,000

Disposals

-

-

-

(9,717)

(9,717)

At 30 September 2024

1,007,317

101,858

1,648,249

2,649,510

5,406,934

Depreciation

At 1 October 2023

556,329

24,336

-

684,178

1,264,843

Charge for the year

192,733

15,255

-

238,279

446,267

Eliminated on disposal

-

-

-

(4,405)

(4,405)

At 30 September 2024

749,062

39,591

-

918,052

1,706,705

Carrying amount

At 30 September 2024

258,255

62,267

1,648,249

1,731,458

3,700,229

At 30 September 2023

359,034

70,027

1,591,719

1,620,028

3,640,808

Assets held under finance leases and hire purchase contracts

The net carrying amount of tangible assets includes the following amounts in respect of assets held under finance leases and hire purchase contracts:

2024
£

2023
£

Plant and machinery

302,383

451,566

   
 

Rain Nutrience Holding Limited

Notes to the Financial Statements

Year Ended 30 September 2024

13

Investments

Company

Subsidiaries
£

Cost or valuation

At 1 October 2023

1,000

Additions

306,364

At 30 September 2024

307,364

Carrying amount

At 30 September 2024

307,364

At 30 September 2023

1,000

Details of undertakings

At the balance sheet date the company holds investments in the following companies:

Rain Nutrience Ltd - manufacture and supply of nutraceutical products
Northman Nutrition Ltd - manufacture and supply of nutraceutical products (acquired in year)
RainUK Property Limited - dormant (incorporated on 25 September 2023)

All investments are in 100% of the ordinary share capital. The registered office of each company is the same as that disclosed in note 1.

14

Stocks

 

Group

Company

2024
£

2023
£

2024
£

2023
£

Raw materials and consumables

898,346

921,543

-

-

Work in progress

347,679

221,558

-

-

Finished goods and goods for resale

6,377

40,049

-

-

1,252,402

1,183,150

-

-

 

Rain Nutrience Holding Limited

Notes to the Financial Statements

Year Ended 30 September 2024

15

Debtors

 

Group

Company

2024
£

2023
£

2024
£

2023
£

Trade debtors

2,013,784

1,426,874

-

-

Amounts owed by group undertakings

-

(120,236)

466,095

-

Other debtors

234,079

424,505

157

141,813

Prepayments

234,982

253,387

-

2,080

2,482,845

1,984,530

466,252

143,893

16

Analysis of changes in net debt

Group

At 1 October 2023
£

Financing cash flows
£

At 30 September 2024
£

Cash and cash equivalents

Cash

1,388,106

(244,609)

1,143,497

Borrowings

Borrowings

(330,542)

130,542

(200,000)

Lease liabilities

(303,361)

112,840

(190,521)

(633,903)

243,382

(390,521)

 

754,203

(1,227)

752,976

 

Rain Nutrience Holding Limited

Notes to the Financial Statements

Year Ended 30 September 2024

17

Creditors

   

Group

Company

Note

2024
£

2023
£

2024
£

2023
£

Due within one year

 

Loans and borrowings

18

158,739

254,449

78,739

123,907

Trade creditors

 

843,541

768,664

20,701

67,681

Social security and other taxes

 

392,608

291,373

25,856

25,712

Other creditors

 

78,425

44,548

32,343

39,876

Accruals

 

217,764

160,332

36,379

45,639

Corporation tax

 

110,000

311,311

12,000

-

Payments on account

 

180,376

131,352

-

-

 

1,981,453

1,962,029

206,018

302,815

Due after one year

 

Loans and borrowings

18

231,782

379,454

111,782

179,454

Other creditors

 

-

-

-

120,236

 

231,782

379,454

111,782

299,690

 

Rain Nutrience Holding Limited

Notes to the Financial Statements

Year Ended 30 September 2024

18

Loans and borrowings

Non-current loans and borrowings

 

Group

Company

2024
£

2023
£

2024
£

2023
£

Bank borrowings

120,000

200,000

-

-

Hire purchase contracts

111,782

179,454

111,782

179,454

231,782

379,454

111,782

179,454

Current loans and borrowings

 

Group

Company

2024
£

2023
£

2024
£

2023
£

Bank borrowings

80,000

80,000

-

-

Hire purchase contracts

78,739

123,907

78,739

123,907

Other borrowings

-

50,542

-

-

158,739

254,449

78,739

123,907

Bank borrowings relates to a Coronavirus Business Interruption Loan Scheme (CBILS) which was taken out on 29 September 2020. £80,000 due less than one year and the remaining £120,000 due greater than one year. The CBILS loan is secured by fixed and floating charges over the assets of the company.

19

Obligations under leases and hire purchase contracts

Group

Finance leases

The total of future minimum lease payments is as follows:

2024
£

2023
£

Not later than one year

78,739

123,907

Later than one year and not later than five years

111,782

179,454

190,521

303,361

 

Rain Nutrience Holding Limited

Notes to the Financial Statements

Year Ended 30 September 2024

Company

Finance leases

The total of future minimum lease payments is as follows:

2024
£

2023
£

Not later than one year

78,739

123,908

Later than one year and not later than five years

111,782

179,454

190,521

303,362

20

Provisions for liabilities

Group

Deferred tax
£

Total
£

At 1 October 2023

427,950

427,950

Decrease in existing provisions

(20,950)

(20,950)

At 30 September 2024

407,000

407,000

Company

Deferred tax
£

Total
£

At 1 October 2023

418,929

418,929

Decrease in existing provisions

(16,929)

(16,929)

At 30 September 2024

402,000

402,000

21

Pension and other schemes

Defined contribution pension scheme

The group operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the group to the scheme and amounted to £94,878 (2023 - £85,885).

22

Share capital

Allotted, called up and fully paid shares

 

2024

2023

 

No.

£

No.

£

Ordinary shares of £1 each

100

100

100

100

         
 

Rain Nutrience Holding Limited

Notes to the Financial Statements

Year Ended 30 September 2024

23

Dividends

Interim dividends paid

2024
£

2023
£

Interim dividend of £337.08 (2023 - £350.00) per each Ordinary share

33,708

35,000

 

 

24

Business combinations

On 1 October 2023, Rain Nutrience Holding Limited acquired 100% of the issued share capital of Northman Nutrition Ltd, obtaining control.

Northman Nutrition Ltd contributed £1,881,347 revenue and a loss of £87,968 to the group's profit for the period between the date of acquisition and the Balance Sheet date.

The amounts recognised in respect of the identifiable assets acquired and liabilities assumed are as set out in the table below:
 

Book value
2024
£

Revaluation adjustments
2024
£

Fair value
2024
£

Assets and liabilities acquired

Financial assets

249,003

-

249,003

Stocks

171,838

-

171,838

Tangible assets

1,765

-

1,765

Financial liabilities

(199,232)

-

(199,232)

Total identifiable assets

223,374

-

223,374

Goodwill

-

82,890

82,890

Total consideration

223,374

82,890

306,264

Satisfied by:

Cash

306,264

-

306,264

Cash flow analysis:

Cash consideration

306,264

-

306,264

 

Rain Nutrience Holding Limited

Notes to the Financial Statements

Year Ended 30 September 2024

25

Related party transactions

Group

Expenditure with and payables to related parties

2024

Entities with joint control or significant influence
£

Purchase of goods

468,332

Rendering of services

387,000

Leases

169,919

1,025,251

Amounts payable to related party

117,763

2023

Entities with joint control or significant influence
£

Purchase of goods

229,002

Leases

305,000

534,002

Amounts payable to related party

150,000