|
Registered number:
FOR THE YEAR ENDED 30 SEPTEMBER 2024
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
COMPANY INFORMATION
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
CONTENTS
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
The directors present their strategic report, which is followed by the directors' report, together with the audited financial statements for the year ended 30 September 2024.
The principal activity is that of a holding company.
During this reporting period, the business focus was to continue to evolve the robustness of our global supply chains to deliver enhanced resilience in all product areas in which we operate. These changes inevitably had consequences that affected the investment decisions that we undertook as a Group to support the remodelling of the long-standing process of supply consolidation that had been prescient for over a decade. Inevitably, the complexity of delivering resilience was manifest in the increase in the number and diversity of both our grower base and source countries. This was compounded by the significant increase in climate related events that further impacted supply and consequent availability. To manage the increased complexity, the Group undertook a significant round of investment in our IT infrastructure, ECR systems and in the evolution of AI data interrogation tools. This is a journey that is iterative and extends beyond this reporting period. As our systems evolve to be fully integrated and across all group functions it was also essential to significantly upscale our cyber security. Another impact of our enhanced resilience in our supply chain was the necessity to increase capacity for packing within the UK. This has proven a challenge given the inherent competition for warehousing and factory space in the UK. We have managed our growth and resilience with some of our supplier partners; however, a longer-term solution is still being sought. These structural changes presented a suite of new challenges for our management team. However, the teams within the Group performed at the highest level and managed these changes with a consummate level of professionalism. It is once again prescient to recognise and congratulate the team who work in our organisation. Not only have they all worked incredibly hard; their professionalism and commitment have allowed our Group of companies to thrive through a different type of adversity. The core of the Terradace Group is its people and they have shown more than ever that they are the difference between its success and failure. As mentioned above, the challenges presented during these times catalysed our thinking with regards to our integrated supply chain and how we could further enhance its resilience. This has resulted in an expanded supply base, contingency planning and a reset on how we will manage the increased level of volatility caused by climate change and the geopolitical unrest around the globe. Notwithstanding these challenges, the Group has continued to pursue its long-term strategy of diversifying its global interests coupled with risk mitigation; to deliver a long-term sustainable business structure. Despite the challenge of a fragmented and fractured global and local supply chain, the Group has continued to succeed in its core activities and has continued to invest and integrate recent acquisitions. By working in partnership with our customers, we reset our model to one of resilience whilst continually pursuing efficiency. The current reporting period has seen the business once again grow in turnover, cash generation and the delivery of an enhanced asset base. Within the period, the Group has been able to maximise the success of many recent acquisitions and joint ventures and has made strategic investments particularly in our factories and IT and many have enhanced the portfolio and will lead to continued improvement in performance in the medium and long term. All investments and acquisitions that have been made are aligned to the core business strategy and build on the knowledge, skills, and talent inherent within the business. The subsidiaries of the Group in the period are listed in note 17 to the accounts. Our transparent and fully integrated fresh produce supply model has had a successful year as our open, direct to grower model has been proven again to provide exceptional insight for our customers and our growers. This has allowed the Group to take increasing market share from its competition and has further accelerated
Page 1
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
consolidation in some categories in the fresh produce market. However, as stated above, the pivot to a more resilient model has taken time to assimilate and will be more complex to manage. Consequently, our cost will grow and there is likely to be continued inflation driven by supply interruptions, the development of more expensive contingency source countries and the expansion of our produce packing infrastructure.
During the period, we integrated our purchase of a major packing hub and invested significantly in the capability of the factory and the supporting IT infrastructure. Additionally, we have changed the management team who have delivered a culture of continuous improvement and beginning the journey of establishing a business of shared values with our key customers. We are pleased that we are now moving at pace to a well-managed efficient supply solution. As we operate in the world of efficient resilience, we are aware that more cost-effective capacity has become a critical requirement in our business and our team are working hard to fulfil this goal. The Group companies associated with core agriculture continue to evolve at pace. The Group continues to develop our industry leading vertical farm and the delivery from our Matrix 5 growing system augmented by LED lighting has been a success on many levels. Whilst we were able to grow and deliver a 52-week supply of British strawberries it was not without some significant challenges. The cost of energy and being at the cutting edge of a precision growing system both combined to affect the overall financial performance. We remain confident that our patented system will deliver a financially viable product offer in the northern hemisphere winter that is significantly lower in carbon output than imported berries at a value that remains competitive. The investment in our Southern Hemisphere 50-hectare joint venture apricot farm has set an impressive crop of high-quality apricots. Whilst outside of the reporting period, this product was enthusiastically received by our customers worldwide. The crop was under an innovative retractable cover system and fans that form part of a unique frost protection system. We continue to move all our outdoor non-organic production to be farmed under some form of environmental protection. Increasingly, we are seeing the variability of the global climate having a negative impact on our partners or our own crops. We therefore must protect our supply and improve the resilience of our supply whilst working toward our net zero targets to mitigate these climatic changes in the medium term. All the investments in this area are intrinsic to our goals of long-term sustainability and minimising environmental impacts. The Group continues to build a large selection of resource opportunities to evolve the geological and energy generation Group companies. Currently the Group is pursuing a mixture of opportunities for positive cash generation and an industry disruptive exploration model to generate significant asset value. Many of resource plays are very gas rich and this has impacted profitability as gas reserves are significant and global prices reflect this. The Group has an effective plan for the next year and will undertake a strategic business review in this area at the end of that period. Increasingly our resource plays in the Wind River Basin have the potential for long term exploitation or as a sale opportunity. Whilst risk is ever present in the markets and countries that the Group operates, we undertake continuous analysis of said risk and implement iterative processes to mitigate this. It is evident, as previously stated, that the portfolio of companies and our intrinsic values have proven to be intimately aligned with our customers and have served us incredibly well in a very challenging period. Demand for our services over the period has increased rapidly and this has continued post the year end and as of writing this report we continue to experience this. As always, our extremely talented management team is closely monitoring the situation and will act accordingly to mitigate any potential change in market conditions. The Group has grown significantly in the period and its continued evolution is above the plan set by the board. The Group’s financial position is very robust with excellent backing from the shareholders and financial institutions. We will continue with our considered investment approach, underpinned by a very healthy and vibrant Group of businesses. The Terradace Group of companies continues to be run by a talented, focussed, and dedicated management team who continue to deliver exceptional performance. We are extremely positive about how the Group is positioned and that the current performance and outlook for the future remains very encouraging.
Page 2
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
The directors consider the principal risk to the Group to be the impact on the supply chain due to climate change, this is considered further below.
The Group's financial instruments principally comprise trade debtors, cash at bank, trade creditors and bank loan facilities, the main purpose of which is to finance the Group's operations. In addition, the Group has various other financial assets and liabilities arising directly from operations. It is, and has been throughout the period under review, the Group's policy that no speculative trading in financial instruments shall be undertaken. The main risks arising from the Group's financial instruments are interest, liquidity, credit, and foreign exchange risk. The Board reviews and agrees policies for managing each of these risks and they are summarised below. These policies have remained unchanged throughout the period. Interest rate risk The Group is exposed to cash flow interest rate risk on its floating rate borrowings. All significant borrowings are in GBP. Liquidity risk The Group manages its borrowing requirements to ensure the company has sufficient liquid resources to meet the operating needs of the business. Credit risk All debtors are subject to credit verification procedures by the Board. Debtors are reviewed on a regular basis and provisions are made for doubtful debts when necessary. Foreign exchange risk The Group is exposed to exchange rate fluctuations particularly where goods are purchased in Euros and USD. This is largely managed through hedging via use of currency forward contracts.
Section 172 Companies Act 2006 Statement
The directors consider that the decisions taken during the financial year comply with the requirements of s172(1) of the Companies Act 2006.
Introduction: Strategy & Commitments
The Board and Group company directors acknowledge that the long-term, sustainable success of the business relies on shared values, trust, and collaboration among all our stakeholders – our people, suppliers, customers, and local communities. As we continue to operate in an increasingly fragmented global landscape, politically, economically, and environmentally, the Board and directors remain mindful of our stakeholders' views and continually use them to shape our decisions and define the strategic direction across all businesses. Through our Group wide governance structure, the Board is informed of the material issues that affect stakeholders. This includes periodic board and leadership meetings, during which the impacts of our strategies and consequences for stakeholders are assessed. Our strategy of developing the best people has ensured that our teams create and deliver plans that promote growth while fostering a culture of trust, transparency, and integrity throughout the supply chain. In the current reporting period, we are pleased to report on our positive actions and progress in meeting our commitments to operate responsibly for the benefit of people and the planet.
Page 3
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
Operating Responsibly Commitments Our Operating Responsibly strategy provides a roadmap across the Group to maximise our positive social, ethical impacts and minimise our environmental footprint. Focused on three impact pillars: Product, Planet, and People, the core commitments are to:
∙Halve our operational food waste by 2030
∙Remove unnecessary plastic and increase packaging recyclability by 2025
∙Reach Net Zero in our direct operations by 2035
∙Support the roll-out of global sustainable agriculture certification programmes by 2025
∙Ensure people are treated fairly and that health, safety, and well-being are protected.
Community Impacts
Since 2019, our food redistribution programme has supported communities by providing much needed nutritious, quality fresh food to people at risk of food insecurity. The scale of this programme's reach in communities grows annually. Over the last year, our dedicated team, in collaboration with our long-standing redistribution partners (FareShare and City Harvest), has donated 8.5 million 5-a-day fresh produce portions to people all over the UK.
In 2024, seven supplier partners in Peru and South Africa were awarded £102,000 for social impact projects from a customer global community fund. Within the reporting period, two projects were launched in South Africa, with £22,500 allocated to their support. Five projects are expected to commence in 2025, at which point, the remaining funds will be distributed accordingly. A summary of the project impacts will be reported next year. Social & Ethical Impacts
Our unwavering commitment to uphold the highest ethical trade and human rights standards ensures that the people working in our supply chain are protected, respected, and treated fairly. Our human rights due diligence approach has increased transparency of the most salient human rights risks. This enables us to develop targeted mitigative plans that enhance supply chain best practices. During the previous 12 months, through proactive stakeholder engagement, the Group's ethical team has emboldened multi-agency collective action among our customers, competitors, and a regional non-governmental organisation to deliver an industry-first project that will improve accommodation and living standards for farmworkers in Morocco. The project's impacts will be reported in our following annual report.
We established a gender equality ambition to advocate for at least 30% of leadership positions to be held by women in 2022. In our third year of reporting, we are pleased to have exceeded our goal, with 52% of leadership positions across the Group occupied by women. Within our global supply chain, 80% of our suppliers have reached the 30% target. Aligned with UN Sustainable Development Goal 5 – Gender Equality and the ambitions of our key customers, we will continue to advocate for gender parity and enhanced engagement to tackle gender-sensitive issues throughout the supply chain. Our Group Modern Slavery statement demonstrates our public commitment to combat the pervasive and endemic issues of forced labour, modern slavery, and human trafficking in fresh produce supply chains. This year, we are proud to have joined the Modern Slavery Intelligence Network and retained our Stronger Together Advanced Business Partner status, whilst continuing to participate in industry collective action initiatives such as the Food Network for Ethical Trade and Seasonal Workers Scheme Taskforce. Environmental Footprint Our environmental goals contribute directly to the UN Sustainable Development Goals (SDGs): Responsible Consumption and Production (12), Affordable and Clean Energy (7), Clean Water and Sanitation (6), Climate Action (13), Life on Land (15), and Partnership for the Goals (17).
Page 4
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
Through our growing partnership with AgriGrub Ltd, a novel insect-focused animal feed producer, we have reduced the percentage of inedible food wasted across the Group by 38% compared to our 2019 baseline. Our packaging experts have made significant progress in our efforts to eliminate unnecessary plastic and increase packaging recyclability. In the current reporting period, we removed over 75 million pieces of plastic, equivalent to 112 tonnes, and 94% of all packaging is now recyclable at home or in supermarket front-of-store recycling facilities. In our fourth year of Streamlined Energy and Carbon Reporting (SECR), we outlined our obligation to establish science-based targets and transition to renewable electricity across all Group operating sites. 78% of all sites now source renewable electricity, and we plan to transition the remaining by the end of 2025. Since 2016, we have reduced (market-based) carbon emissions in our manufacturing operations by 43%, which has surpassed our target of a 35% reduction by 2025. We have achieved this by implementing energy efficiency initiatives and sourcing 100% renewable electricity tariffs in all manufacturing & packing sites. In line with the growth of all businesses, we have seen a significant increase in energy use and carbon emissions in our manufacturing and agriculture operations in the last year. Decarbonisation continues as a strategic priority in our roadmap to Net Zero by 2035, for both operations, as defined in our Task Force on Climate-Related Financial Disclosures report. Over the last two years, our consistent advocacy for sustainable agriculture certification has led 40% of growers in our supply chain to achieve accreditation. By continuously engaging with our suppliers in the coming year, we plan to procure 70% of all products from sources with sustainable agriculture certification by the end of 2025. In the forthcoming year, our leadership and perseverance in delivering this goal are essential for tackling climate change by protecting and restoring ecosystem services while addressing the multifaceted challenge of reaching Net Zero in agricultural systems worldwide.
Introduction
The Terradace Holdings Limited Group (the ‘Group’) includes subsidiaries responsible for primary production (Agriculture Investments Limited) and the global sourcing, handling, and supply of fresh produce to retail and food service customers (Direct Produce Supplies Limited, dps (M&S) Limited, Fresh Produce Partners Limited, Ethical Fruit Company Limited, and Integrated Service Solutions Limited). The Group exceeds the Task Force on Climate Related Financial Disclosures (TCFD) criteria for turnover (£500 million) and number of employees (500) in the 2023/24 financial year. In our second year of disclosure, this report has considered Section C of the TCFD “Guidance for All Sectors” and Section E of the “Supplemental Guidance for Non-financial Groups.” It outlines and demonstrates the Group's commitment to implementing the TCFD framework through our governance, strategy, risk management approach, and climate-related metrics and targets. As global temperatures escalate, climate change continues to represent salient risks to our business and upstream supply chain. Climate volatility (the increased frequency and severity of extreme weather events) is a disruptive threat to agricultural productivity and livelihoods, with the potential to impact seasonality, crop yields, operating and commodity costs, supply chain infrastructure, customer service levels, and consumer availability. Over the past 12 months, we have made significant progress in assessing and identifying material climate-related risks in key product categories and have developed targeted adaptation strategies to increase resilience. Looking ahead, together with our stakeholders – customers, suppliers, and people – we must continue to enhance our resilience through a comprehensive approach to scenario analysis, risk mapping, and diversification to exploit key opportunities where single points of failure exist. In line with our sustainability strategy and company value of Operating Responsibly, we remain committed to
Page 5
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
minimising our environmental footprint for the benefit of the planet and future generations. We will achieve this by implementing long-term, mitigative actions in our direct operations that facilitate the transition to a low-carbon economy. At a global scale, to achieve net zero, we recognise that systemic challenges exist. In the coming year, we aim to increase the transparency of our upstream, Scope 3 emissions, and identify focal areas for decarbonisation (at both a product and country level), whilst continuing to foster collaborative partnerships to support low-carbon transitions across the supply chain.
Governance Board Oversight of Climate-Related Risks and Opportunities:
The Terradace Holdings Board is accountable for the oversight of business resilience, climate-related risks, and opportunities. In Group-owned primary production, the Group Agriculture Director continually evaluates long-term mitigation strategies and opportunities, including investments in innovative, sustainable agriculture technologies and carbon-reducing initiatives.
The Commercial and Technical Directors across the Group are accountable and responsible for supply chain diversification and resilience plans, which are reviewed periodically at the Board level. The Board approves the Group Operating Responsibly strategy, which is reviewed and updated annually to reflect the material climate-related issues facing our customers, direct operations, and suppliers. This strategy includes environmental and human rights policies and provides a basis for the Group’s long-term, climate-related risk management and mitigation framework.
Management’s Role:
The Commercial and Technical leadership teams define supply chain adaptation and risk management strategies for existing and new sources.
The Operating Responsibly commitments are included in the Group performance objectives, and the Board receives periodic updates on progress against climate-related objectives, including greenhouse gas (GHG) emissions, waste reduction, and sustainable agriculture initiatives. The Responsible Sourcing and Senior Technical leadership team review progress against the Operating Responsibly plan monthly; key deliverables and updates are presented biannually in Group wide communications.
In the last year, the Group has extended the scope of climate risk mapping and impact assessment to manage the potential financial impacts of acute and chronic physical climate-related risks. In response to the most salient risks, the Senior Commercial team agrees and implements resilience plans with customers and suppliers. Progress is managed through Governance frameworks, including joint business plans that are reviewed periodically alongside agreed metrics and targets.
Strategy Climate-Related Risks and Opportunities:
The Group’s global supply chain includes over 5,500 production operations (growers and packhouses) in 46 countries. This scale and complexity increases our exposure to potential financial impacts linked to both acute (e.g., extreme weather events) and chronic (e.g., shifting temperature and precipitation patterns) physical climate change hazards, that can disrupt on-farm operations and logistics infrastructure.
Our ability to identify climate-related risks and opportunities over the short, medium, and long term is imperative, and integral to the Group’s risk management and resilience strategy.
Climate-related risks and opportunities are identified across multiple climate scenarios and time horizons using the World Wildlife Fund (WWF) water and biodiversity risk filters. The risk filters are applied to producer locations using GPS coordinates to quantify specific physical risks, including water scarcity, flooding, drought, and extreme heat, in addition to transition (regulatory, reputational, and market) risks. Future risk projections
Page 6
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
are analysed for the years 2030 and 2050, and multiple climate scenarios: 1.5 °C (optimistic), 2°C (current), and >3.5°C (pessimistic) for each sourcing country and site.
This scenario analysis is supplemented by company-level qualitative insights and empirical data from trusted sources such as the World Resources Institute (WRI) and the World Bank Climate Knowledge Portal. The Group Commercial and Technical teams use outputs from these analyses to build climate risk registers and supply diversification strategies.
The key climate (physical and transition) risks linked to the Group’s overarching strategic responses are outlined below.
Acute (Time Horizon - short/medium/long): Increased frequency of unpredictable, extreme weather events in the growing cycle/ cropping window (e.g., extreme heat, wildfires, drought, cyclones, flooding, landslides, hail,and sand storms) alters agricultural productivity, including changes in forecasted availability, quality, and/or price:
Potential Risk and Impact:
∙Extreme heat: The most significant hazard predicted to affect productivity and fixed assets globally. In 2023, extreme heat caused an estimated $835 billion loss in income globally. Future agricultural production in low and medium human development index (HDI) countries is at the highest risk.
∙Impacts: Increased labour and production costs due to loss of daylight harvesting/work hours.
Changes in availability, quality, and price due to plant stress (overall yield, fruit size, maturity, sugar levels, sun scorch, internal defects, e.g., stone burn, and internal browning), and increased crop inputs (e.g., irrigation requirements), could increase commodity costs and reduce gross profit margin.
Strategic Response:
∙Sourcing resilience – geographic diversification: Identify key resilience products and regions through extensive supply vulnerability and crop sensitivity analysis by country.
Increase geographical spread and introduce new sources. Governance framework to monitor implementation and KPIs.
∙Climate-resilient agriculture – crop protection & genetics: Predictive modelling to select drought and temperature adapted varieties.
Evaluation of hybrid varieties to improve quality, yield, and profile performance to facilitate a move from clonal propagation
Potential Risk and Impact:
∙Floods & storms: A fivefold increase in annual flood losses in Europe and global hurricane frequency could double by 2050.
∙Impacts: Increased labour and production costs due to lost time; crop losses and superficial quality defects; increased occurrence and virulence of pathogens, pests, and possibly chemicals.
Increased capital costs to improve flood defences (nature-based interventions and/or enhanced land management practices, rainwater capture and reservoir systems), and overheads due to labour to establish and maintain cover crop areas.
Page 7
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
Increased shipping and freight disruptions resulting in delayed vessels.
Strategic Response:
∙Climate-resilient agriculture – protected cropping: Investment and innovation in outdoor crop cover and/or protection.
Map flood risk sites and understand interventions. Source from protected cropping systems that enhance environmental control (where possible).
∙Sourcing resilience – logistics: Investment and investigation into alternative vessels, shipping routes, and additional sourcing countries.
Chronic Physical Risks (short/medium/long): A long-term shift in weather patterns /recurring seasonal changes (e.g., increased mean air temperature and low precipitation lead to increased pest and disease, poor pollination, fruit set, and flowering, soil degradation, and reduced sequestration potential).
Potential Risk and Impact:
∙Spain, South Africa, Peru, and the UK are at risk of 10% yield losses due to temperature and rainfall changes in the next 10 - 20 years (in the absence of mitigation).
∙Increased Mean Air Temperature: 2024 warmest year on record; average global temperature exceeded 1.55°C > pre-industrial level. Direct yield impact due to altered crop phenology and production cycles across key product categories. Decreased cold accumulation hours changes the suitability of existing/established varieties due to altered/advanced bud-break, flowering, and fruit set (stone fruit, kiwi, top fruit, and grapes).
∙Impacts: Increased vulnerability to inconsistent sizing, damage (e.g., frost, hail, season timing, and length), and pest and disease (i.e.,Thrips frankilia (stone fruit), Parvispinus thrips (peppers) - could lead to crop losses of 30% in southern Spain).
Strategic Response:
∙Climate-resilient agriculture – protected cropping: South Africa & Spain - physical crop covers to mitigate evaporation and limit transpiration. Infrastructure to maximise water capture, storage, and reuse systems.
Potential Risk and Impact:
∙Low Precipitation & Water Scarcity: Agriculture accounts for approx. 70% of global water demand. Natural sources meet no more than 50% of the annual water budget globally, resulting in significant hydrological deficiencies and long-term increased reliance on re-use/desalination. Increased capital costs to improve water efficacy practices
Strategic Response:
∙Climate-resilient agriculture – water security: Optimising storage capacity and investment in systems that support reuse and more efficient usage through precision irrigation, predictive ‘smart’ fertigation, and drone technology.
Page 8
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
Transition Risks (Medium - Long term):
Market Risk:
∙Carbon pricing mechanisms: The potential introduction of emissions taxes for the agricultural industry could disrupt pricing mechanisms and increase the cost of raw materials and overall operating costs.
Strategic Response:
∙Continual review of regulation and policy requirements and any changes that may impact the
Group's energy requirements/strategy.
∙Energy and GHG reduction plans for manufacturing and agricultural operations as significant
energy-consuming sites across the Group.
∙Investigate and understand low-carbon technologies for use in manufacturing and agriculture.
Technological Risk:
∙Costs to transition to lower-carbon: Investment may be required to trial lower carbon technology to achieve net zero.
Strategic Response:
∙Increase understanding of availability and access to low-carbon innovation across the supply chain.
Regulatory Risk:
∙Reporting: Mandatory scope 3 emissions reporting and impending CSRDD requirements will increase scrutiny of upstream farming practices.
Strategic Response:
∙Streamline and enhance data transparency using automated systems to improve data quality, identify decarbonisation hotspots, and better support supplier engagement.
Reputational Risk:
∙Transparency: Increasing government and customer demand for transparency and action to meet science-based climate change commitments.
Strategic Response:
∙The Group has established a Net Zero commitment and aims to review and align to the Science Based Targets Initiative (SBTi) framework in the coming year.
Risk Management
Risk Assessment & Identification:
Our risk assessment and identification methodology has evolved over the last 12 months. The Group has established a climate risk and resilience framework, which provides detailed supplier vulnerability and crop sensitivity analysis by country.
Page 9
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
The Group has also formalised a new risk register to capture the direct impacts of climate-related events, linked to seven climate hazards (extreme heat, wildfires, coastal flooding, fluvial flooding, tropical cyclones, drought, and water stress) in our supply chain.
The framework prioritises physical risks linked to water stress, temperature, and biodiversity loss. Additional risk parameters include: quality, pest and
disease incidence, chemical hazards, labour availability, geo-political stability, regulatory risks, cyber security, logistics, and packing site stability.
Mitigation Measures & Climate-Related Opportunities:
The Group’s risk management strategy focuses on strengthening supply chain resilience. Key opportunity areas and actions include:
1. Sourcing Resilience & Adaptation
∙Geographic diversification: Expanding strategic supplier relationships and sourcing regions to reduce concentration risk and improve supply continuity.
2. Climate Resilient Agriculture
∙Protected cropping systems: Increasing reliance on environmentally controlled production to mitigate the effects of extreme weather events.
∙Water efficiency and security: Investing in water storage, reuse systems, and improved irrigation efficiency, especially in water-stressed sourcing regions.
∙Genetics & variety development: Using predictive models and stress testing to select varieties resilient to drought and heat, including trialling hybrid strawberry material to improve yield, quality, and reduce clonal propagation dependency.
∙Biodiversity monitoring: Collaborating with AI-driven innovators to assess ecosystem health via acoustic monitoring and species recognition in outdoor and protected systems.
3. Energy Efficiency & Decarbonisation
∙Energy transition: Conducting lifecycle-based energy planning to shift toward lower-carbon systems. This includes transitioning Group-owned agriculture sites to combined heat and power (CHP), though full implementation is now projected for 2025 due to National Grid technical delays.
∙Scope 3 emissions tracking: Enhancing upstream transparency using automated systems (e.g., M2030 and Mondra) to improve data quality, accelerate reporting efficiency, and supplier engagement.
4. Industry Collaboration & Collective Action
∙Site-level interventions: Supporting (and investing in, where relevant) on-farm multi-agency collaborations focused on nature-based mitigation measures.
∙WRAP & WWF partnerships: As a signatory to the WRAP Water Roadmap and the UK Food and Drink Pact (formerly Courtauld Commitment 2030), we have committed to support the industry-wide target to source 50% of UK fresh produce from areas with sustainable water management. The Group actively participates in collective action initiatives, including a multi-stakeholder project launched in 2024 to tackle water stress in Southern Spain.
Page 10
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
5. Supplier Engagement
Over the next 12 months, the Group will expand our engagement with strategic suppliers to map site-specific climate mitigation strategies. The insights from this activity will be incorporated into the company’s future climate risk assessment and management plans.
Metrics and Targets Green House Gas (GHG) Emissions
The Group’s Net Zero 2035 ambition focuses on GHG emissions in our direct operations; specifically, activities in agriculture, manufacturing, offices, and property services. Our near and long-term supply chain targets align with those of our customers and focus on sustainable agriculture practice and the ubiquitous challenge of decarbonisation in primary production. Key climate metrics, targets, progress, and next steps are outlined below:
1. Transition to renewable electricity via REGO certificates in our own operations.
Target: 100% renewable electricity via REGO by the end of 2025.
Progress and Next Steps: 78% of all operational sites have transitioned to 100% renewable electricity via REGO. Remaining operational sites (4) to transition by end of 2025.
2. Scope 1 and 2 (market-based) emissions from manufacturing operations.
Target: 35% reduction by the end of 2025 (vs. 2016 baseline).
Progress and Next Steps: 43% reduction in CO2e vs. 2016/17 (1140 tonnes CO2e) to 2023/24 (651 tonnes CO2e).
Due to changes in the scope of manufacturing operations and target setting aligned to SBTi methodology, a new baseline will be set by the end of FY 2025/26.
3. Total Scope 1 - 3 GHG emissions across our own operations.
Target: Reduce emissions to net zero by the end 2035.
Progress and Next Steps: Group carbon footprint 10,105 tonnes kgCo2e (direct operations only). Location-based emissions increased YoY (207%) due to agriculture and manufacturing.
Total emissions: Establish new SBTi FLAG and non-FLAG baseline and target, including near-term and long-term reduction targets, by the end of FY 2025/26.
Agriculture emissions: Identify opportunities and the financial viability of alternative energy sources to replace fossil fuels.
Agriculture & manufacturing emissions: Investigate refrigerant system efficiency, including opportunities to switch to refrigerant gases with a lower global warming potential.
Long term: Develop plans to tackle unavoidable emissions, through increased understanding of credible Gold Standard/Kyoto-compliant offset initiatives and nature based insetting methodologies, as members of the BRC Mondra coalition.
Page 11
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
4. Growers with sustainable agriculture/ on-farm environmental certification.
Target: 75% of Group growers certified by April 2026.
Progress and Next Steps: 40% growers certified 2023/24.
Change in reporting to incorporate two targets - LEAF certification by end 2025 and on farm environmental certification (SIZA, SPRING, Alliance for Water Stewardship) by April 2026.
5. Total Scope 3 emissions across value chain.
Target: Reduce emissions to net zero by end of 2050
Progress and Next Steps: Total product carbon footprint mapped for 70% Group turnover using Mondra software.
Establish new SBTi FLAG and non-FLAG targets, including near-term and long-term reduction targets, by the end of the reporting year 2025/26.
Expand Scope 3 emissions to identify key areas for long-term plans to tackle unavoidable emissions from 2025 - 2027.
Group scope 1 – 3 emissions have increased 207% compared to the previous year due to the scale of growth across manufacturing and agricultural activities. Operational activities within Agriculture Investments and Integrated Service Solutions contribute to the most significant energy consumption and greenhouse gas emissions across the Group (> 90% of all energy consumed). Agriculture and manufacturing operations are also the principal consumers of fossil fuels, so decarbonising both operations through innovation and investment continues as a priority in the medium and long term.
As a priority for the year ahead, Group net zero and emissions reduction targets will be reviewed in line with the company emissions baseline year recalculation policy (outlined in the Terradace Holdings Limited Streamlined Energy and Carbon report 2023/24), The new targets will to take into account incremental manufacturing capacity in our direct operations and target setting aligned to Science Based Targets Initiative (SBTi) methodology to include FLAG (Forests, land and Agriculture) and Non-FLAG emissions targets in our direct operations, and both upstream (supplier primary production) and downstream (waste and transport) supply chains. Conclusions & Next Steps We are optimistic about our progress over the last 12 months to increase the transparency of our climate-related risks, which, through a robust risk management response has increased resilience for our business and stakeholders.
Our adaptation and mitigation priorities for the year ahead are as follows:
1.Risk assessment: Continue to update climate-related horizon scanning, scenario analysis, and risk registers to inform medium to long-term sourcing resilience plans.
2.Risk management: Continue to implement sourcing resilience and diversification plans. Develop Group-wide, strategic supplier relationships that ensure the continuity of supply and positively impact customer service levels and consumer availability.
3.Risk management: Increase the use of renewable electricity across our direct operations to 100%. Investigate and implement lower-carbon energy initiatives.
Page 12
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
4.Risk management: Expand the extent of our upstream, supply chain GHG emissions measurement. Identify priorities for collaborative action with suppliers and multi-agency stakeholders to tackle emissions hotspots.
5.Climate-related metrics & targets: Establish a new baseline for greenhouse gas emissions targets in our direct operations aligned with SBTi methodology.
Sources:
• 2024: record-breaking watershed year for global climate - Met Office
• Climate Analytics | Climate Action Tracker: 2024 warming projection
• Extreme sea levels and coastal flooding in Europe | European Environment Agency's home page
• WEF_The_Global_Risks_Report_2024
• Impacts of Climate Change and Heat Stress on Farmworkers' Health: A Scoping Review - PMC
• WMO confirms 2024 as warmest year on record at about 1.55°C above pre-industrial level
• Living Planet Report 2024
Financial key performance indicators The key performance indicators of the Group are turnover, gross profit, profit before tax and net assets. A brief analysis of these is shown below:
This report was approved by the board on 26 June 2025 and signed on its behalf.
Page 13
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
The directors present their report and the financial statements for the year ended 30 September 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;
∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the 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 principal activities of the Group are that of importer and wholesalers of fresh produce; growing of fruit; packaging, grading, ripening, storage and warehousing of fresh produce; real estate and other investment.
The profit for the year, after taxation and minority interests, amounted to £15,324,650 (2023 - £10,595,023).
The directors proposed and paid a dividend of £4,000,000 (2023 - £6,262,689) during the year.
The directors have highlighted in the strategic report on pages 1 - 13, a review of the current year results, use of financial instruments, future outlook expectations, risks and key performance indicators for the company.
Page 14
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
The directors who served during the year were:
The Group’s goal is to evolve an engaged, motivated and empowered group of employees that understand and embrace the Group's values and objectives. The directors believe that people create the point of difference. The role of Head of People is key to the effectiveness of the Executive Team by elevating employee interests, so they are fully integrated into business strategy and decisions.
The directors engage with the business through regular board meetings with the executive management team and site visits. The executive management team engages with employees through team meetings, Group briefings and where appropriate a one to one meeting on matters likely to affect their interests. The Group seeks feedback from employees as individuals, using an anonymous employee engagement survey and consults with employees in groups using a regular, minuted, employee forum. This forum is made up of employee nominated representatives and includes at least one of the Group’s executive team. This enables the directors to gain timely feedback on the impact to employee interests due to decisions taken throughout the year. Information on matters of concern to employees and workers is communicated through emailed information bulletins, toolbox talks, and posters displayed in multiple languages on noticeboards. These processes seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the Group's performance.
Communities
Our food redistribution programme supports people and communities across the UK at the highest risk of food insecurity. Our teams are committed to ensuring that no edible food is wasted across our UK manufacturing operations and during the current reporting year, donated several million portions of fresh produce, working closely with national redistribution partners, such as FareShare, who have now recognised us as a Leading Food Partner and regional charities including City Harvest focused on serving diverse communities in London. Inclusion & Development We are committed to ensure that all people are protected, respected, and treated fairly. Our ethical trade and human rights approach ensures trust by implementing the highest standards of ethical compliance and increases transparency through supply chain mapping and our new ethical risk assessment, which enables us to identify hot-spots and enhance supply chain best-practice through stakeholder engagement. Our commitment to nurture talent at all levels to develop the best people includes a new commitment to advocate for 30% of leadership positions to be occupied by women within our direct operations and upstream supply chain. Our plan is to continue to build our awareness and increase understanding of gender sensitive
Page 15
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
issues across the global supply chain through a series of internal and stakeholder engagement activities.
Operating Responsibly Through our value and commitment to operate responsibly, we aim to minimise the potential negative environmental impacts that may arise from our associated activities and to maximise our positive social, ethical impacts throughout our direct operations and wider, global supply-chain. Social & Ethical Impacts Our Modern Slavery statements act as our public commitment to recognise the need to progress our approach beyond a sole reliance on audit to reduce endemic forced labour, modern slavery and human trafficking risks that exist within fresh produce supply chains. We have maintained our Stronger Together Advanced Business Partner status for the fourth consecutive year and continue to participate in multiagency collective action groups including the Food Network for Ethical Trade. To monitor and improve conditions for workings within our supply chains; all our high-risk suppliers are third party audited annually. In response to an increase in Critical Non-Conformances we have increased the scope of our bespoke risk assessment process, to identify and respond to the most salient risks within our direct supply chain. Environmental Impacts Our environmental commitments aim to contribute directly to the following UN Sustainable Development Goals (UN SDGs): Clean Water and Sanitation, Affordable and Clean Energy, Responsible Consumption and Production, Climate Action, Life on Land, and Partnership for the Goals. We have updated our environmental sustainability commitments over the last two years, focused on reducing our end-to-end food waste, removing plastic packaging, and improving recyclability, protecting and restoring biodiversity, implementing water stewardship practices, minimising office, manufacturing, and agricultural waste through the principles of circular economy. Creating a roadmap to achieve Net Zero by 2035 across our own operations and a greenhouse gas emission (GHG) reduction target aligned to Science Based Target initiative (SBTi). We have completed our fifth year of Streamlined Energy and Carbon Reporting (SECR), which outlines our commitment to transiting to renewable energy by site and setting further emissions reductions targets by operation aligned through to the SBTi verification process by the end of 2024. Our achievements against our commitments over the last years include a reduction in the percentage of food wasted in our manufacturing operations. Through our 4R packaging strategy,(to remove, reduce, replace and reuse unnecessary or hard to recycle packaging) we have been able to remove and/or replace several million pieces of plastic with fully recyclable alternatives. The move to renewable electricity sourced through renewable energy guarantee of origin (REGO) certificates across our manufacturing sites has delivered over a 99.5% reduction in carbon emissions since 2016. Our global supply chain is directly impacted by the effects of climate change, and we recognise the importance of collective action to protect natural resources. In November 2021 a Group company joined the WRAP Water Road Map as supporting suppliers to increase resilience in water stressed areas by improving water quality and availability, and working in collaboration with other businesses, aim to achieve a shared target of sourcing 50% of the UK’s fresh food from areas with sustainable water management. Our continued focus over the forthcoming year is to support sustainable farming through a commitment to achieving LEAF Marque certification (and equivalent environmental standard) across our global agricultural supply chains by 2025. 100% of our UK supply chain achieved LEAF certification in 2021 – 2022; the next phase in working towards global environmental stewardship through the implementation in practice and
Page 16
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
certification serves as a crucial step in protecting and restoring the environment for future generations to come.
Reporting Methodology
The reporting period is 1 October 2023 to 30 September 2024 (inclusive). Reporting follows the Environmental Reporting Guidelines: Including streamlined energy and carbon reporting guidance. The Department for Business, Energy & Industrial Strategy's (BEIS) 2023 and 2024 conversion factors have been used to calculate the kilograms of carbon dioxide equivalents (KgCO2e) from the energy uses identified below:
Page 17
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
Green house gas emissions calculations include total kgCO2e for scope 1 (red diesel, diesel, petrol, LPG, LNG, natural gas and refrigerant), scope 2 (electricity) and 3 (water, fuel for business travel and train journeys) emissions.
Both location-based and market-based emissions have been calculated and defined as: • Location-based - Emissions associated with electricity consumption that reflect the average emissions of the UK electricity grid where the energy consumption occurs. • Market-based - Emissions associated with electricity consumption that reflect a contractual entitlement to claim an emissions rate, allowing for a reduced emission figure where, for example, a renewable energy tariff is backed by certificates such as REGO. Energy Efficient Actions During Reporting Year Integrated Service Solutions Ltd completed the move to electric forklifts in September to reduce red diesel usage at Teynham. Ethical Food Company Ltd have continued to:
∙Source 100% renewable electricity at the office and record the amount of electricity used from onsite solar panels.
∙Encourage best practice methods for energy saving and efficiency in the office.
∙Monitor and report Scope 3 emissions, such as business travel, to preserve transparency.
Domum Agrum Ltd have:
∙Maintained their solar panels to help with financial return for the farm.
∙Remained on an 100% renewable energy tariff.
∙Installed rain covers on 1.6 hectares of cherries to increase yields by decreasing fruit waste.
∙Fitted external lights in the camp site with solar sensors.
∙Undertaken a GuanoBoost trail to reduce the conventional fertiliser use.
∙Installed LEDs to replace fluorescent tube lighting.
∙Removed apricots due to them failing in the UK which has reduced fruit wastage and chemical usage.
∙Placed 7.14 hectares into the Sustainable Farming Incentive scheme as grassy field corners and blocks.
Berry Farming Ltd have:
∙Constructed an onsite packhouse to allow direct distribution to customer distribution centre. This became live on 6th January 2025.
∙Achieved climate cooling within the glasshouse by external roof sprinklers. This should improve crop yield and quality.
∙Combined Heat and Power (CHP) installed but not yet commissioned to reduce red diesel consumption.
Berry Farming Ltd have also improved winter production by installing an air-handling and distribution system to optimise crop climate, which will reduce energy consumption. Crop sensors have also been procured to make energy management more accurate. The energy efficiency of on-site accommodation has also been improved by placing timers on tumble dryers and installing lockable heat thermostats in the caravans. The accommodation facility is also on-site, which reduces daily transport.
Rudford Farm Ltd installed stone tracks at the Fosbury site which will improve water quality overtime by preventing soil erosion and run-off into water courses.
Page 18
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
Terradace Property Services Ltd have continued to:
∙Source 100% renewable electricity at all three sites.
∙Encourage best practice methods for energy saving and efficiency.
Direct Produce Supplies Ltd have:
∙Put a 100% renewable electricity contract in place at the Bearsted site.
∙Installed solar panels at Bearsted in June.
The Group are planning to complete the following to become more energy and carbon efficient:
∙Transition to 100% renewable energy tariffs across all farms and offices via REGO certificates by 2025.
∙Identify opportunities and financial viability of using alternative fuels to replace fossil fuels on farms.
∙Investigate refrigerant system efficiency, including opportunities to switch to refrigerant gases with a lower global warming potential.
∙Continue to encourage best practice methods for energy saving and efficiency across all offices.
∙Continue to monitor and report on Scope 3 emissions to preserve transparency and work towards developing long-term plans to tackle unavoidable emissions. For example, via accredited and credible Gold Standard/Kyoto-compliant offset initiatives.
∙Achieve an intensity ration that does not exceed 0.00532 kgCO2e/£ year on year. This has been exceeded in this reporting period. New greenhouse gas emission reduction targets will be aligned to the Science Based Target initiative (SBTi) by the end of 2025.
The overall goal is to work towards achieving Net Zero emissions by 2035 for internal operations. This means any unavoidable emissions will be offset by 2035. Another goal is to have a Net Zero supply chain by 2050.
Intensity Measurement
The intensity metric chosen is kgCO2e per £ of revenue. The Group total is 0.012KgCO2e/£ (location based).
There have been no significant events affecting the Group since the year end.
During the year, the company appointed Old Mill Audit Limited as auditors, who will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
Page 19
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
This report was approved by the board on
Page 20
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF TERRADACE HOLDINGS LIMITED
We have audited the financial statements of Terradace Holdings Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 30 September 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.
Page 21
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF TERRADACE HOLDINGS 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.
Page 22
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF TERRADACE HOLDINGS 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 gained an understanding of the legal and regulatory framework applicable to the parent company and the industry in which it operates, and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud. We designed audit procedures to respond to the risk, recognising that 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 concealment by, for example, forgery or intentional misrepresentations, or through collusion. We focused on laws and regulations which could give rise to a material misstatement in the financial statements, including, but not limited to, the Companies Act 2006 and UK tax legislation. We recognised specific food safety standards, external customer accreditations, environmental, health and safety standards to be significant laws and regulations to adhere to. Our tests included: - Agreeing the financial statement disclosures to underlying supporting documentation. - Enquiries of management and those charged with governance. - Review of meeting minutes There are inherent limitations in the audit procedures described above and, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. We did not identify any key audit matters relating to irregularities, including fraud. As in all our audits, we also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to 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.
Page 23
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF TERRADACE HOLDINGS LIMITED (CONTINUED)
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.
Senior Statutory Auditor
for and on behalf of
Statutory Auditor
Unit 2, Greenways Business Park
Bellinger Close
Chippenham
England
SN15 1BN
Page 24
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2024
Page 25
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
REGISTERED NUMBER: 08239135
CONSOLIDATED BALANCE SHEET
AS AT 30 SEPTEMBER 2024
Page 26
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
REGISTERED NUMBER: 08239135
CONSOLIDATED BALANCE SHEET (CONTINUED)
AS AT 30 SEPTEMBER 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 35 to 68 form part of these financial statements.
Page 27
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
REGISTERED NUMBER: 08239135
COMPANY BALANCE SHEET
AS AT 30 SEPTEMBER 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 35 to 68 form part of these financial statements.
Page 28
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2023
Page 30
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Page 49
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
15.Intangible assets (continued)
Page 51
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
Page 52
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
16.Tangible fixed assets (continued)
Page 53
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
Page 54
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
Page 55
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
Page 56
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
Page 57
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
Subsidiary undertakings (continued)
Page 58
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
Page 59
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
Page 60
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
Included in creditors falling due after more than one year is a mortgage loan of £NIL (2023 - £462,440) repayable after more than five years, with an interest rate per annum of 2% over the Bank of England Base Rate. The mortgage has a term of twenty years from September 2016 and will be repaid by equal monthly installments inclusive of interest over the term.
Page 61
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
Page 62
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
Page 63
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
Foreign exchange reserve
Other reserves
Profit and loss account
Page 64
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
Fresh Produce Partners Limited acquired 100% of the voting equity in The Fruit Firm Limited on 17 November 2023.
Page 65
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
29.Business combinations (continued)
Company
At the balance sheet date the company had entered into group bank cross guarantees in respect of loans and overdrafts. At the balance sheet date the total group facility amounted to £5,954,195 (2023 - £7,819,800).
Page 66
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
32.Other financial commitments
Group
The Group has entered into forward currency contracts amounting to £172,782,142 (2023 - £81,441,742) as at the balance sheet.
Page 67
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
TERRADACE HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
The financial statements incorporate the following assets and liabilities which are owned by the Terradace Employee Benefit Trust (EBT). The EBT is controlled by the company's directors and its assets and liabilities are included in the financial statements as required by FRS 102 S 9.33 as follows:
Investment £4,895,667 (2023 - £4,376,682) Cash £2,997,931 (2023 - £2,306,896)
The Group considers P Beaumont, a director of the company, to be the ultimate controlling party by virtue of his shareholding in the company in both the current and prior year.
Page 68
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||