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Registered number:
FOR THE YEAR ENDED 31 MAY 2024
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GIRO FOOD LIMITED
COMPANY INFORMATION
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GIRO FOOD LIMITED
CONTENTS
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GIRO FOOD LIMITED
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 MAY 2024
The Directors present their Report and the Financial Statements for the year ended 31 May 2024.
The Group’s strategic report provides an objective and detailed review of the performance and development of the business during the period, and is relevant to the size and type of business and considers the risks and uncertainties that face the business.
The organisation is a well established wholesale and cash and carry business supplying food and associated products. The organisation continues to be focused on its core strengths and opportunities within these principal activities of the business. There has been further growth and development throughout the year with both the existing customer base, as well as having success with a significant number of new and varied opportunities and partnerships, which provides an even stronger foundation for the organisation moving forward. As with all businesses, this last year has continued to present some challenges, not least the further increase in salary cost due to minimum wage adjustments which has had a significant effect and will continue to be a challenge for some time, as annual increases are announced. The business will need to show flexibility and adapt to these new challenges and is focused on continually reviewing its cost base together with identifying any operational improvements and efficiencies that will lessen the impact. In the prior year, Giro Food Limited moved its freehold property to its 75% subsidiary, Giro Property Developments Limited. In the current year, the business is now enjoying the commerical benefits of seperating this asset out of the trading business
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GIRO FOOD LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
The uncertainties arising from global conflicts and unrest are an ongoing focus for those companies that import goods. During the year the business has continued to focus on forming strong, long lasting relationships with its existing suppliers as well as forming new relationships with new suppliers. This has enabled the business to have a strong, but flexible foundation to move forward competitively.
War in Ukraine and conflict in middle east As with all other businesses, the war in Ukraine and the conflict in the Middle East has significantly impact fuel prices and energy costs. The business has reduced its exposure to this by carrying out cost comparison exercises and has been successful in agreeing very competitive fuel and energy prices. Inflation With inflation currently sill above norm and Bank of England target, the business has had no choice but to continue to increase inflating prices and pass increases in costs to its customers. Due to the long standing and strong relationships with its customers, the increase was accepted. At the end of the year, inflation has reduced somewhat and it therefore the risk should reduce significantly, creating more stability for the business moving into the next financial year. The directors expect the business to retain margins and profitability as per prior years. Health and safety of employees The well-being of the Group’s employees is safeguarded through strict adherence to health and safety standards. The Safety, Health and Welfare at Work Act 1989 imposes certain requirements on employers and the Group has taken the necessary action to ensure compliance with the Act, including the adoption of a Safety Statement. Land and buildings The Company operates from the same premises as that for prior years. The property is leased from its subsidiary company, .which forms a strategic element of its operation. Future developments The ongoing focus for the business has been to restructure and reorganise so that it has the flexibility to operate within uncertain times. The post pandemic period has created a focus which has resulted in a more resilient and dynamic business Financial instruments The company uses various financial instruments. These include mainly bank loans and overdrafts and various other items such as trade debtors and trade creditors that arise directly from its operations. The main purpose of these financial instruments is to raise finance for the company's operations to assist it with its working capital requirements and help with its continued growth. These are reviewed on a regular basis by the company. Company's policy for payment of creditors All creditors are paid within the agreed credit limits as agreed from time to time by the company and its creditors.
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GIRO FOOD LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
Pension scheme
The company operates a defined contribution pension scheme. This is regularly reviewed by the directors for performance to ensure it meets the employee expectations. Engagement with employees The Company places considerable value on the involvement of its employees. It has regular communication with management and its employees directly, keeping them informed of matters affecting them. Engagement with suppliers, customers and others The Company believes that engagement with its stakeholders has an important role to play in achieving its strategy, helping it to be a responsible business, delivering long-term sustainable growth. How the Company engages with its key stakeholders is set out below. Customers The Company strives to achieve and maintain good customer relationships, a key ingredient is regular dialogue. These relationships culminate in long term contracts, ensuring continuity and achieving the strategic goal. Workforce The Company has an experienced and committed workforce and has the responsibility to ensure that all employees work in a safe environment and have opportunities to learn and develop. Careers can start with apprenticeships and can continue through internal promotion schemes into management. The Company is an equal opportunities employer and has a formal whistleblowing policy in place to allow employees to raise any concerns or issues they have confidentially. Suppliers The Company places great emphasis on its relationships with suppliers. It sources products from both domestic and international markets which allows the Company to provide a comprehensive range of products at competitive prices. The Company ensures that suppliers meet the Company's policies on ethical trading, health and safety, anti-bribery, competition law compliance and anti-slavery. Community and Environment As well as considering the impact of its supply chain, the Company considers the impact it has in the areas it operates, including local businesses and residents. A significant number of its employees come from the local community. The company takes environmental matters very seriously. It is committed to continuing efforts to reduce its carbon footprint by reviewing its energy consumption and fleet of vehicles. Government and society The Company believes in the importance of acting responsibly and operating with high standards of business conduct, including governance in relation to UK taxation. Banks The Company's bankers provide essential financing which supports the long-term future of the group.
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GIRO FOOD LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
Greenhouse gas emissions, energy consumption and energy efficiency action
UK Greenhouse gas emissions and energy use data for the period 1 June 2023 to 31 May 2024 KWh tCO2e KWh tCO2e 2024 2024 2023 2023 Electricity 802,371 170 794,997 169 Gas 14,987 2 13,539 2 Total 817,358 172 808,536 171 Average number of employees 27 27 24 24 Per employee 30,272 7 33,689 6 Energy consumption figures taken from energy bills and converted to metric tonnes of CO2e using relevant UK conversion factors.
Turnover and gross profit are the key performance indicators for the business and this financial year has seen no exception to this focus. The gross profit margin for this financial year was 18.38% (2023: 17.52%). The highly regarded reputation and goodwill of the business brand has seen continued organic growth during the period, complied with cutting costs of purchasing has increased the gross profit margin on into prior year.
The business’ success is based on a solid foundation and a strong management team who are focused on delivering year on year growth. We will persist with focusing on those areas that allow the Business to create the momentum to adapt to the challenging external environment. The formula is working, so we will continue to follow it.
The Company's Non Financial key performance indicators are that of customer retention rate, brand preference and innovation.
In relation to customer retention, existing customers being retained at 94% (2023: 93%). In relation to brand reference, we assess our own brands performance against our competitors. Surveys conducted, shows that our brand is often preferred over competitors and this is reviewed on a regular basis. In relation to innovation, we have worked on a number of new products and services. Examples include new product innovation under our brands and better services such a deliveries to customers which are currently up to 11% (2023: 10%) on the prior year.
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GIRO FOOD LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
The Directors are aware of their duty under section 172 of the Companies Act 2006 to act in the way they would consider, in good faith, would be most likely to promote the success of the Company for the benefit of its shareholders as a whole and, in doing so, to have regard (amongst other matters) to: the likely consequences of its decisions in the long-term; the interests of the Company’s employees; the need to foster the Company’s business relationships with suppliers,customers and others; the impact of the Company’s operations on the community and the environment; the desirability of the Company maintaining a reputation for high standards of business conduct; and the need to act fairly as between shareholders of the Company.
Moving forward
The Directors expect the next financial year to continue to be a challenge, but for the reasons given above, they remain optimistic for the business ability to continue at the same level due to the ongoing demand in fast food and catering market in the UK.
This report was approved by the board on 29 May 2025 and signed on its behalf.
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GIRO FOOD LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MAY 2024
The directors present their report and the financial statements for the year ended 31 May 2024.
The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Group's financial statements and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and to 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 the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The profit for the year, after taxation and minority interests, amounted to £171,414 (2023 - £1,953,109).
The directors recommend the payment of a final dividend of £nil (2023 - £nil)
The directors who served during the year were:
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GIRO FOOD LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
The focus has been to reorganise and restructure the business to manage and transcend the pandemic and maintain restricted volumes and supply chain to emerge more resilient and dynamic on post pandemic, which it has succeeded in doing.
The Directors are responsible for preparing the Strategic Report, Directors Report and the financial statements in accordance with applicable law and regulations.
Company Law requires the directors to prepare financial statements for each financial year. Under that law the Directors have elected to prepare the financial statements in accordance with United Kingdom. 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 and loss of the company for that period. In preparing these financial statements, the directors are required to: - Select suitable accounting policies and then apply them consistently - Make judgments and accounting estimates that are reasonable and prudent - State whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements - Prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
There have been no significant events affecting the company since the year end.
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GIRO FOOD LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
The auditors, Fraser Russell Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board on 29 May 2025 and signed on its behalf.
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GIRO FOOD LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MAY 2024
The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and the Group 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 for the Group's financial statements and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and to 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 the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
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GIRO FOOD LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GIRO FOOD LIMITED
We have audited the financial statements of Giro Food Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 May 2024, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, 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).
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 Auditors' 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 United Kingdom, including the Financial Reporting Council'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.
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's or the parent Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
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GIRO FOOD LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GIRO FOOD LIMITED (CONTINUED)
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual 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.
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Group Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Group Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Directors' Report.
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GIRO FOOD LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GIRO FOOD LIMITED (CONTINUED)
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Group 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:
We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our: general commercial and sector experience; through verbal and written communications with those charged with governance and other management; through communications with other group auditors, through communications with legal counsel, and via inspection of the company’s regulatory and legal correspondence. We discussed with those charged with governance and other management the policies and procedures regarding compliance with laws and regulations. We communicated identified laws and regulations to our team and remained alert to any indicators of noncompliance throughout the audit, we also specifically considered where and how fraud may occur within the company. The potential effect of these laws and regulations on the financial statements varies considerably. Firstly, the company is subject to laws and regulations that directly affect the financial statements, including: the company’s constitution, relevant financial reporting standards; company law; tax legislation and distributable profits legislation and we assess the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items. Secondly the company is subject to many other laws and regulations where the consequences of noncompliance could have a material effect on the amounts or disclosures in the financial statements, for instance through the imposition of fines and penalties, or through losses arising from litigations. We identified the following areas as those most likely to have such an affect: operating licences; employment legislation; health and safety legislation; trade and export legislation; legislation relevant to the commercial/domestic property rental environment; the regulatory requirements; GDPR; anti-bribery and corruption legislation. International Auditing Standards (UK) limit the required procedures to identify non-compliance with these laws and regulations to the procedures, and no procedures over and above those already noted are required. These limited procedures did not identify any actual or suspected non-compliance which laws and regulations that could have a material impact on the financial statements. In relation to fraud, we performed the following specific procedures in addition to those already noted: • Challenging assumptions made by management in its significant accounting estimates in particular; • Identifying and testing journal entries, in particular any entries posted with unusual nominal ledger account combinations, journal entries crediting cash or any revenue account, journal entries posted by senior management; • Performing analytical procedures to identify unexpected movements in account balances which may be indicative of fraud; • Ensuring that testing undertaken on both the Statement of Comprehensive Income including Profit or Loss
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GIRO FOOD LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GIRO FOOD LIMITED (CONTINUED)
Account and the Balance Sheet includes a number of items selected on a random basis;
These procedures did not identify any actual or suspected fraudulent irregularity that could have a material impact on the financial statements. Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with International Auditing Standards UK). For example, the further removed noncompliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely the procedures that we are required to undertake would identify it. In addition, as with any audit, there remains a high risk of non-detection of irregularities, as these might involve collusion, forgery, intentional omissions, misrepresentation, or the override of internal controls. We are not responsible for preventing noncompliance with laws and regulations or fraud, and cannot be expected to detect non-compliance with all laws and regulations or every incidence of fraud.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' 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 Auditors' 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.
for and on behalf of
77 Francis Road
Edgbaston
B16 8SP
29 May 2025
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GIRO FOOD LIMITED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MAY 2024
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GIRO FOOD LIMITED
REGISTERED NUMBER: 00947901
CONSOLIDATED BALANCE SHEET
AS AT 31 MAY 2024
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GIRO FOOD LIMITED
REGISTERED NUMBER: 00947901
CONSOLIDATED BALANCE SHEET (CONTINUED)
AS AT 31 MAY 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 29 May 2025.
The notes on pages 26 to 49 form part of these financial statements.
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GIRO FOOD LIMITED
REGISTERED NUMBER: 00947901
COMPANY BALANCE SHEET
AS AT 31 MAY 2024
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GIRO FOOD LIMITED
REGISTERED NUMBER: 00947901
COMPANY BALANCE SHEET (CONTINUED)
AS AT 31 MAY 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 29 May 2025.
The notes on pages 26 to 49 form part of these financial statements.
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CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MAY 2023
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