Company Registration No. 10484406 (England and Wales)
TANGERINE GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND
CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
TANGERINE GROUP HOLDINGS LIMITED
COMPANY INFORMATION
Directors
Mr D A Haythornthwaite
Mrs S Haythornthwaite
Company number
10484406
Registered office
Animal House
Boundary Road
Lytham
Lancashire
FY8 5LT
Auditor
Bishops Audit Limited
1 Croft Court
Plumpton Close
Whitehills Business Park
Blackpool
Lancashire
FY4 5PR
TANGERINE GROUP HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2
Directors' responsibilities statement
3
Independent auditor's report
4 - 6
Profit and loss account
7
Group statement of comprehensive income
8
Group balance sheet
9
Company balance sheet
10
Group statement of changes in equity
11
Company statement of changes in equity
12
Group statement of cash flows
13
Notes to the financial statements
14 - 32
TANGERINE GROUP HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 JUNE 2024
- 1 -
The directors present the strategic report for the year ended 30 June 2024.
Performance during the year
The Tangerine Group (“TGHL”) is one of the leading manufacturers of nutraceutical products within the companion animal category, selling within the UK and around the world.
Turnover has shown an increase in the year of £6.1m (18.5%), largely due to growth in international markets. The Group’s route to market is through veterinary clinics and it has maintained this stance throughout the year.
Operating profit decreased by £1.5m as a result of pressures on gross margins and an increase in administrative salaries due to investment in key management positions and continuing increased utility costs.
Net current assets increased by £1.1m while there was a £0.5m decrease in long term liabilities.
Key Performance Indicators
The main key performance indicators monitored by the Group are:
Principal Risks and Uncertainties
The principal risks facing the Group are volatility in the supply chain and increasing costs caused by continued global instability. The Directors have drawn up prudent forecasts and have reassessed the cost base to mitigate risk to the business and are confident they can manage the risks effectively.
Future Developments
The Group is continually looking at developing and improving its products and product range with its own inhouse research and development. It is part of the Group’s long-term objectives to continually invest in this area to keep the Group at the forefront of its field.
Financial instruments
The Group's operations expose it to a variety of financial risks that include the effects of credit risk. The Group has in place a risk management programme that seeks to limit the adverse effects on the financial performance of the Group by monitoring levels of debt finance and related finance costs. The Group does not use derivative financial instruments to manage interest rate costs and as such, no hedge accounting is applied.
Given the size of the Group, the Directors have not delegated the responsibility of monitoring financial risk management to a sub-committee of the board. The policies set by the board are implemented by the Group's finance department.
The Directors will revisit the appropriateness of this policy should the Group's operations change in size or nature.
On behalf of the board
Mr D A Haythornthwaite
Director
24 June 2025
TANGERINE GROUP HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 JUNE 2024
- 2 -
The directors present their annual report and financial statements for the year ended 30 June 2024.
Principal activities
The principal activity of the company was that of a holding company. The principal activities of the group were the sale of animal health products, animal feed products and veterinary products.
A review of the business has been provided in the strategic report.
Results and dividends
The results for the year are set out on page 7.
The total distribution of dividends for the year ended 30 June 2024 was £2,139,500 (2023: £6,209,189).
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mr D A Haythornthwaite
Mrs S Haythornthwaite
Auditor
The auditor, Bishops Audit Limited, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
Strategic report
The information required by schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 has been included in the separate Strategic Report in accordance with section 414C (11) of the Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2013.true
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.
On behalf of the board
Mr D A Haythornthwaite
Director
26 June 2025
TANGERINE GROUP HOLDINGS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 JUNE 2024
- 3 -
The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements 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 and company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
TANGERINE GROUP HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF TANGERINE GROUP HOLDINGS LIMITED
- 4 -
Opinion
We have audited the financial statements of Tangerine Group Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 June 2024 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the group's and the parent company's affairs as at 30 June 2024 and of the group's profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and 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.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
TANGERINE GROUP HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TANGERINE GROUP HOLDINGS LIMITED
- 5 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
Enquiry of management and those charged with governance around actual and potential litigation and claims.
Reviewing minutes of meetings of those charged with governance.
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.
Auditing the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
TANGERINE GROUP HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TANGERINE GROUP HOLDINGS LIMITED
- 6 -
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
David Evans BA FCA
For and on behalf of
24 June 2025
Bishops Audit Limited
Chartered Accountants
Statutory Auditor
1 Croft Court
Plumpton Close
Whitehills Business Park
Blackpool
Lancashire
FY4 5PR
TANGERINE GROUP HOLDINGS LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 30 JUNE 2024
- 7 -
2024
2023
Notes
£
£
Turnover
3
39,139,456
33,020,162
Cost of sales
(11,035,030)
(7,521,741)
Gross profit
28,104,426
25,498,421
Distribution costs
(734,899)
(543,542)
Administrative expenses
(21,364,087)
(17,433,789)
Operating profit
6
6,005,440
7,521,090
Interest payable and similar expenses
8
(776,733)
(495,029)
Profit before taxation
5,228,707
7,026,061
Tax on profit
9
(1,258,146)
(1,218,892)
Profit for the financial year
27
3,970,561
5,807,169
Profit for the financial year is all attributable to the owners of the parent company.
TANGERINE GROUP HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2024
- 8 -
2024
2023
£
£
Profit for the year
3,970,561
5,807,169
Other comprehensive income
Currency translation gain taken to retained earnings
2,798
264,660
Total comprehensive income for the year
3,973,359
6,071,829
Total comprehensive income for the year is all attributable to the owners of the parent company.
TANGERINE GROUP HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT 30 JUNE 2024
30 June 2024
- 9 -
2024
2023
Notes
£
£
£
£
Fixed assets
Negative goodwill
11
(49,308)
(52,829)
Other intangible assets
11
472,538
444,423
Total intangible assets
423,230
391,594
Tangible assets
12
8,455,001
8,190,153
Investments
13
2,904
8,881,135
8,581,747
Current assets
Stocks
15
5,558,188
3,593,479
Debtors
16
36,335,736
32,911,958
Cash at bank and in hand
2,112,326
1,094,087
44,006,250
37,599,524
Creditors: amounts falling due within one year
17
(31,205,030)
(25,872,307)
Net current assets
12,801,220
11,727,217
Total assets less current liabilities
21,682,355
20,308,964
Creditors: amounts falling due after more than one year
18
(4,180,996)
(4,688,245)
Provisions for liabilities
Deferred tax liability
24
877,968
831,187
(877,968)
(831,187)
Net assets
16,623,391
14,789,532
Capital and reserves
Called up share capital
25
62,089
62,089
Capital redemption reserve
27
720,000
720,000
Profit and loss reserves
27
15,841,302
14,007,443
Total equity
16,623,391
14,789,532
These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.
The financial statements were approved by the board of directors and authorised for issue on 26 June 2025 and are signed on its behalf by:
26 June 2025
Mr D A Haythornthwaite
Director
Company registration number 10484406 (England and Wales)
TANGERINE GROUP HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 30 JUNE 2024
30 June 2024
- 10 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
13
32,000,000
32,000,000
Current assets
Debtors
16
135,418
Creditors: amounts falling due within one year
17
(1,623,034)
(2,040,000)
Net current liabilities
(1,487,616)
(2,040,000)
Total assets less current liabilities
30,512,384
29,960,000
Capital and reserves
Called up share capital
25
62,089
62,089
Merger reserve
27
29,897,911
Profit and loss reserves
27
30,450,295
Total equity
30,512,384
29,960,000
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £2,691,884 (2023: £6,209,189).
The financial statements were approved by the board of directors and authorised for issue on 26 June 2025 and are signed on its behalf by:
26 June 2025
Mr D A Haythornthwaite
Director
Company Registration No. 10484406
TANGERINE GROUP HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2024
- 11 -
Share capital
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 July 2022
62,089
720,000
14,144,804
14,926,893
Year ended 30 June 2023:
Profit for the year
-
-
5,807,169
5,807,169
Other comprehensive income:
Currency translation differences
-
-
264,660
264,660
Total comprehensive income
-
-
6,071,829
6,071,829
Dividends
10
-
-
(6,209,189)
(6,209,189)
Balance at 30 June 2023
62,089
720,000
14,007,443
14,789,532
Year ended 30 June 2024:
Profit for the year
-
-
3,970,561
3,970,561
Other comprehensive income:
Currency translation differences
-
-
2,798
2,798
Total comprehensive income
-
-
3,973,359
3,973,359
Bonus issue of shares
25
29,897,911
-
29,897,911
Dividends
10
-
-
(2,139,500)
(2,139,500)
Reduction of shares
25
(29,897,911)
-
-
(29,897,911)
Balance at 30 June 2024
62,089
720,000
15,841,302
16,623,391
TANGERINE GROUP HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2024
- 12 -
Share capital
Merger Reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 July 2022
62,089
29,897,911
29,960,000
Year ended 30 June 2023:
Profit and total comprehensive income for the year
-
-
6,209,189
6,209,189
Dividends
10
-
-
(6,209,189)
(6,209,189)
Balance at 30 June 2023
62,089
29,897,911
29,960,000
Year ended 30 June 2024:
Profit and total comprehensive income
-
-
2,691,884
2,691,884
Bonus issue of shares
25
29,897,911
-
29,897,911
Dividends
10
-
-
(2,139,500)
(2,139,500)
Reduction of shares
25
(29,897,911)
-
29,897,911
Other movements
-
(29,897,911)
-
(29,897,911)
Balance at 30 June 2024
62,089
-
30,450,295
30,512,384
TANGERINE GROUP HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2024
- 13 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
31
5,573,679
3,834,557
Interest paid
(776,733)
(495,029)
Income taxes paid
(787,867)
(1,710,467)
Net cash inflow from operating activities
4,009,079
1,629,061
Investing activities
Purchase of intangible assets
(101,091)
(126,187)
Purchase of tangible fixed assets
(958,053)
(656,574)
Proceeds from disposal of tangible fixed assets
-
23,149
Proceeds from disposal of investment property
-
2,566,489
Purchase of investments
(2,904)
-
Net cash (used in)/generated from investing activities
(1,062,048)
1,806,877
Financing activities
Proceeds from new bank loans
614,962
2,088,698
Repayment of bank loans
(259,337)
(231,559)
Payment of finance leases obligations
(144,917)
(186,778)
Dividends paid to equity shareholders
(2,139,500)
(6,209,189)
Net cash used in financing activities
(1,928,792)
(4,538,828)
Net increase/(decrease) in cash and cash equivalents
1,018,239
(1,102,890)
Cash and cash equivalents at beginning of year
1,094,087
2,196,977
Cash and cash equivalents at end of year
2,112,326
1,094,087
TANGERINE GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
- 14 -
1
Accounting policies
Company information
Tangerine Group Holdings Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Animal House, Boundary Road, Lytham, Lancashire, FY8 5LT.
The group consists of Tangerine Group Holdings Limited and all of its subsidiaries.
1.1
Accounting convention
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" for medium and large
Companies and the Companies Act 2006. The financial statements have been prepared under the historical cost convention modified to include investment properties at fair value.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
1.2
Basis of consolidation
The consolidated financial statements include the financial statements of the Company and its subsidiary undertakings made up to 30 June 2024. A subsidiary is an entity that is controlled by the parent. The results of subsidiary undertakings are included in the consolidated profit and loss account from the date that control commences until the date that control ceases. Control is established when the Company has the power to govern the operating and financial policies of an entity so as to obtain economic benefits from its activities. In assessing control, the Group takes into consideration potential voting rights that are currently exercisable
The financial statements are prepared in sterling which is the functional currency of the company. Monetary amounts in these financial statements are round to the nearest £.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
The parent company is a qualifying entity for the purposes of FRS 102, being a member of a group where consolidated financial statements are prepared, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The parent company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented withing the consolidated financial statements:
- Section 7 'statement of Cash Flows' - Presentation of a statement of cashflow and related notes and disclosures;
- Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instrument Issues' - Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
- Section 33 'Related Party Disclosures' - Compensation for key management personnel.
Under Section 408 of the Companies Act 2006 the Company is exempt from the requirement to present its own profit and loss account.
TANGERINE GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 15 -
1.3
Going concern
The financial statements have been prepared on a going concern basis. The Group has net current assets of £12,801,220 (2023: £11,727,217) and net assets of £16,623,391 (2023: £14,789,532). The Directors have drawn up forecasts covering a period of 12 months from the date of signing the accounts and expect the Group and Company to remain within agreed facilities and fulfil all other liabilities as they fall due for a period of at least 12 months from the date of approval of the financial statements. The agreed bank facilities provide financial stability to ongoing operations with access to additional funds for any acquisitions or investments. As such the Directors consider it appropriate to continue to adopt the going concern basis in the preparation of the financial statements.
1.4
Turnover
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.
Sales are recognised at the point at which the company has fulfilled its contractual obligations and the risks and rewards attaching to the product have been transferred to the customer.
Sales relating to management charges to subsidiaries and related parties with the same ultimate owner, for services undertaken by the Group. Turnover is measured at the fair value of services rendered, excluding VAT. Sales are recognised at the point at which the company has fulfilled its contractual obligations to provide each month’s administrative services as a head office function.
1.5
Intangible fixed assets - goodwill
Negative goodwill is stated at cost less any accumulated amortisation and accumulated impairment losses. Negative goodwill represents the difference between the fair value of the consideration paid on acquisition and the fair value of its separable net assets at the date of acquisition. This is being amortised over 20 years on a straight-line basis.
1.6
Intangible fixed assets other than goodwill
Intangible assets are acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date of the fair value can be measured reliably.
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Patents & trademarks
20 years straight line
Development costs
10 years straight line
1.7
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Leasehold & Freehold property and improvements
4% - 10% straight line with a 40% residual value
Plant and equipment
10% straight line
Fixtures and fittings
4% - 20% straight line
Show equipment
10% straight line
Motor vehicles
10-20% straight line
TANGERINE GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 16 -
Land is not depreciated.
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.
1.8
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is based on the first in first out principle and includes expenditure incurred in acquiring the stocks, production or conversion costs and other costs in bringing them to their existing location and condition. In the case of manufactured stocks and work in progress, cost includes an appropriate share of overheads based on normal operating capacity.
Cost is recorded on a FIFO basis.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
1.9
Cash and cash equivalents
Cash and cash equivalents comprise cash balances and call deposits. Bank overdrafts that are repayable in demand and form an integral part of the Company's cash management are included as a component of cash and cash equivalents for the purpose only of the cash flow statement.
1.10
Financial instruments
The group has elected to apply the provisions of Section 11 'Basis of Financial Instruments' of FRS102 to all of its financials instruments.
Financial instruments are recognised when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include trade and other debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the financial asset is measured at the present value of the future receipts discounted at a market rate of interest.
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment as each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that accrued after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset's original effective interest rate. The impairment loss is recognised in profit or loss.
TANGERINE GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 17 -
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into, and equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including trade, other creditors, amounts owed to group undertakings, bank loans and preference shares that are classified as debt are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured a the present value of the future payments discounted at a market rate of interest.
1.11
Taxation
The tax expense represents the sum of current tax expense and deferred tax expense. Current tax assets are recognised when tax paid exceeds the tax payable.
Current and deferred tax is charged or credited to profit or loss, except when it relates to items charged or credited to other comprehensive income or equity, when the tax follows the transaction or event it relates to and is also charged or credited to other comprehensive income, or equity.
Current tax assets and current tax liabilities and deferred tax assets and deferred tax liabilities are offset, if and only if there is a legally enforceable right to set off the amounts and the entity intends either to settle on the net basis or to realise the asset and settle the liability simultaneously,
Current tax is based on taxable profit for the year. Current tax assets and liabilities are measured using tax rates that have been enacted or substantively enacted by the reporting date.
Deferred tax
Deferred tax is calculated at the tax rates that are expected to apply to the period when the assets is realised, or the liability is settled based on tax rates that have been enacted or substantively enacted by the reporting date.
Deferred tax liabilities are recognised in respect of all timing differences that exist at the reporting date. Timing differences are differences between taxable profits and total comprehensive income that arise from the inclusion of income and expenses in tax assessments in different periods from their recognition in the financial statements. Deferred tax assets are recognised only to the extent that it is probable that they will be recovered by the reversal of deferred tax liabilities or other future taxable profits.
Research and development
Expenditure on research activities is recognised in the profit and loss account as an expense as incurred.
Expenditure on development activities may be capitalised if the product or process is technically and commercially feasible and the Company intends and has the technical ability and sufficient resources to complete development, future economic benefits are probable and if the Company can measure reliably the expenditure attributable to the intangible asset during its development. Development activities involve design for, construction or testing of the production of new or substantially improved products or processes. The expenditure capitalised includes the cost of materials, direct labour and an appropriate proportion of overheads and capitalised borrowing costs. Other development expenditure is recognised in the profit and loss account as an expense as incurred. Capitalised development expenditure is stated at cost less accumulated amortisation and less accumulated impairment losses.
1.12
Foreign exchange
TANGERINE GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 18 -
Transactions in foreign currencies are translated to the Group companies' functional currency at the foreign exchange rate ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are retranslated to the functional currency at the foreign exchange rate ruling at that date. Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using the exchange rate at the date of the transaction. Non-monetary assets and liabilities denominated in foreign currencies that are stated at fair value are retranslated to the functional currency at foreign exchange rates ruling at the dates the fair value was determined. Foreign exchange differences arising on translation are recognised in the profit and loss account.
The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on consolidation, are translated to the Group's presentational currency, Sterling, at foreign exchange rates ruling at the balance sheet date. The revenues and expenses of foreign operations are translated at an average rate for the year where this rate approximates to the foreign exchange rates ruling at the dates of the transactions. Foreign exchange differences arising on retranslation are recognised in other comprehensive income.
1.13
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The costs of any unused holiday entitlement is recognised in the period in which the employee's services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.14
Retirement benefits
For defined contribution schemes the amount charged to profit or loss is the contributions payable in the year. Differences between contributions payable in the year and contributions actually pad are shown as either accruals or prepayments.
TANGERINE GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 19 -
2
Judgements and key sources of estimation uncertainty
In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
In categorising lease as finance leases or operating leases, management makes judgements as to whether significant risks and rewards of ownership have transferred to the group as a lessee, or the lessee, where the Group is a lessor.
The fair value of the investment property opening balance has been determined by the directors and is based upon the original purchase price with no impairment or revaluation deemed appropriate. The valuation was made on an open market basis by reference to market evidence of transaction prices for similar properties.
Key sources of estimation uncertainty
The estimates and assumptions which have significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
The company makes estimates and assumptions concerning the future. The resulting accounting estimates and assumptions will, by definitions, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities with the next financial year are discussed below.
At the end of the reporting period, management undertake an assessment whether there are indications that a fixed asset may be impaired or that and impairment loss previously recognised has fully or partially reversed. If such indications exist, the Group estimates the recoverable amount of the asset. Shortfalls between the carrying value of fixed assets and their recoverable amounts, being the higher of fair value less costs to sell and value-in-use, are recognised as impairment losses. Impairments of revalued assets are treated as a revaluation loss. All other impairment losses are recognised in profit or loss.
The residual value for leasehold and freehold property is estimated at 40% of the original cost.
3
Turnover and other revenue
2024
2023
£
£
Turnover analysed by class of business
Animal/veterinary products
39,139,456
33,020,162
TANGERINE GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
3
Turnover and other revenue
(Continued)
- 20 -
2024
2023
£
£
Turnover analysed by geographical market
United Kingdom
12,941,734
11,058,288
Overseas
26,197,722
21,961,874
39,139,456
33,020,162
4
Employees
The average monthly number of persons (including directors) employed by the group and company during the year was:
Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
Management and administration
93
93
2
2
Sales and production
94
90
-
-
Total
187
183
2
2
Their aggregate remuneration comprised:
Group
Company
2024
2023
2024
2023
£
£
£
£
Wages and salaries
9,028,804
7,714,292
Social security costs
577,102
590,037
-
-
Pension costs
188,317
182,639
9,794,223
8,486,968
5
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
177,000
-
TANGERINE GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 21 -
6
Operating profit
2024
2023
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange gains
(32,481)
(30,804)
Research and development costs
488,258
368,112
Depreciation of owned tangible fixed assets
733,770
812,953
(Profit)/loss on disposal of investment property
563,875
Amortisation of intangible assets
31,118
65,822
Operating lease charges
586,756
418,430
7
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
10,250
10,250
Audit of the financial statements of the company's subsidiaries
23,570
36,750
33,820
47,000
For other services
Other services
-
21,500
8
Interest payable and similar expenses
2024
2023
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
604,585
457,981
Other finance costs:
Interest on finance leases and hire purchase contracts
27,826
37,048
Other interest
144,322
-
Total finance costs
776,733
495,029
9
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
1,831,721
1,454,335
Adjustments in respect of prior periods
(618,794)
(460,879)
Total current tax
1,212,927
993,456
TANGERINE GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
9
Taxation
2024
2023
£
£
(Continued)
- 22 -
Deferred tax
Origination and reversal of timing differences
45,219
225,436
Total tax charge
1,258,146
1,218,892
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2024
2023
£
£
Profit before taxation
5,228,707
7,026,061
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 25.00%)
1,307,177
1,756,515
Tax effect of expenses that are not deductible in determining taxable profit
6,501
710
Unutilised tax losses carried forward
138,940
Change in unrecognised deferred tax assets
(240)
Effect of change in corporation tax rate
-
(280,907)
Group relief
394,207
157,776
Depreciation on assets not qualifying for tax allowances
25,531
Amortisation on assets not qualifying for tax allowances
6,556
Effect of overseas tax rates
181,520
(303,414)
Under/(over) provided in prior years
(618,794)
(460,879)
Deferred tax adjustments in respect of prior years
(43,432)
199,064
Other timing differences
(880)
11,087
Taxation charge
1,258,146
1,218,892
Factors affecting future tax charges
On 3 March 2021 the UK Chancellor of the Exchequer announced that from 1 April 2023 the main rate of corporation tax will be 25%.
10
Dividends
2024
2023
Recognised as distributions to equity holders:
£
£
Interim paid
2,139,500
6,209,189
TANGERINE GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 23 -
11
Intangible fixed assets
Group
Negative goodwill
Patents & trademarks
Development costs
Total
£
£
£
£
Cost
At 1 July 2023
(70,436)
603,788
297,607
830,959
Additions - separately acquired
101,091
101,091
Reclassification adjustments
(38,337)
(38,337)
At 30 June 2024
(70,436)
704,879
259,270
893,713
Amortisation and impairment
At 1 July 2023
(17,607)
332,008
124,964
439,365
Amortisation charged for the year
(3,521)
8,908
25,731
31,118
At 30 June 2024
(21,128)
340,916
150,695
470,483
Carrying amount
At 30 June 2024
(49,308)
363,963
108,575
423,230
At 30 June 2023
(52,829)
271,780
172,643
391,594
The company had no intangible fixed assets at 30 June 2024 or 30 June 2023.
TANGERINE GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 24 -
12
Tangible fixed assets
Group
Leasehold & Freehold property and improvements
Plant and equipment
Fixtures and fittings
Show equipment
Motor vehicles
Total
£
£
£
£
£
£
Cost
At 1 July 2023
6,359,514
4,900,177
2,420,357
190,628
887,641
14,758,317
Additions
16,805
846,004
87,996
248
7,000
958,053
Reclassification adjustments
(20,585)
(11,489)
91,563
59,489
Exchange adjustments
(3,944)
17,731
13,787
At 30 June 2024
6,351,790
5,734,692
2,617,647
190,876
894,641
15,789,646
Depreciation and impairment
At 1 July 2023
2,000,544
2,635,889
1,339,666
95,490
496,575
6,568,164
Depreciation charged in the year
216,841
270,666
164,133
13,809
68,321
733,770
Reclassification adjustments
(6,268)
2,231
40,523
(3,775)
32,711
At 30 June 2024
2,211,117
2,908,786
1,544,322
109,299
561,121
7,334,645
Carrying amount
At 30 June 2024
4,140,673
2,825,906
1,073,325
81,577
333,520
8,455,001
At 30 June 2023
4,358,970
2,264,288
1,080,691
95,138
391,066
8,190,153
The company had no tangible fixed assets at 30 June 2024 or 30 June 2023.
Included within the net book value of £8,455,001 is £477,252 (2023: £419,988) relating to assets held under hire purchase agreements.
13
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
14
32,000,000
32,000,000
Unlisted investments
2,904
2,904
32,000,000
32,000,000
TANGERINE GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
13
Fixed asset investments
(Continued)
- 25 -
Movements in fixed asset investments
Group
Investments other than loans
£
Cost or valuation
At 1 July 2023
-
Additions
2,904
At 30 June 2024
2,904
Carrying amount
At 30 June 2024
2,904
At 30 June 2023
-
Movements in fixed asset investments
Company
Shares in group undertakings
£
Cost or valuation
At 1 July 2023 and 30 June 2024
32,000,000
Carrying amount
At 30 June 2024
32,000,000
At 30 June 2023
32,000,000
TANGERINE GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 26 -
14
Subsidiaries
Details of the company's subsidiaries at 30 June 2024 are as follows:
%
Name of undertaking
Nature of business
Class of
Held
shares held
Tangerine Holdings Ltd
(a)
Central Services
Ordinary & preference
100
Vet Plus Limited *
(a)
Sale of animal health products
Ordinary
100
Vet Plus International Ltd *
(a)
Export of animal health products
Ordinary
100
Vetplus PTY *
(c)
Provision of veterinary products
Ordinary
100
Vetplus Limited **
(e)
Provision of veterinary products
Ordinary
100
Laboratorios Vetplus S. **
(d)
Provision of veterinary products
Ordinary
100
Vetplus GmbH **
(b)
Provision of veterinary products
Ordinary
100
Vetplus Inc **
(f)
Dormant
Ordinary
100
Vetplus Asia PTE. Ltd ***
(g)
Provision of veterinary products
Ordinary
100
The International Centre for Nutritional Excellence *
(a)
Testing of animal and veterinary products
Ordinary
100
V.P. Nominee Company Limited **
(c)
Dormant
Ordinary
100
Petsense Limited *
(c)
Dormant
Ordinary
100
Vetclusive Inc **
(f)
Provision of veterinary products
Ordinary
100
Vetclusive Unipessoal LDA**
(h)
Provision of veterinary products
Orinary
100
Vet Plus Limited Sucursal Argentina**
(i)
Provision of veterinary products
Ordinary
100
Vet Plus UK Limited *
(a)
Sale of animal health products
Ordinary
100
Registered offices
(a)
Animal House, Boundary Road, Lytham St. Annes, England, FY8 5LT
(b)
Bonner Str. 333, 40589 Düsseldorf, Germany
(c)
Docklands, Dock Road, Lytham St. Annes, Lancashire, FY8 5AQ
(d)
C/ Salvador Espriu 2422, 08908 L'Hospitalet de Llobregat, Spain
(e)
Unit 1 Millenium Business Park, Finglas, Dublin, 11, Republic of Ireland
(f)
4896 North Royal Atlanta Drive, Suite 305, Tucker GA, 30084, USA
(g)
8 Wilkie Road, Wilkie Edge, Singapore (228095)
(h)
Estrada de Adarse - Alverca Business Center, Armazém D-1, Apartado 126 2615-180 Alverca do Ribatejo, Portugal
(i)
Yrigoyen Hipolito 476 Piso 6 Caba Cuidad Autonoma Buenos Aires, Argentina
Companies marked * above are wholly owned subsidiaries of Tangerine Holdings Limited
Companies marked ** above are wholly owned subsidiaries of Vet Plus Limited.
Companies marked *** above are wholly owned subsidiaries of Vet Plus International Limited
TANGERINE GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 27 -
15
Stocks
Group
Company
2024
2023
2024
2023
£
£
£
£
Raw materials and consumables
3,899,253
1,609,423
-
-
Work in progress
1,615,929
1,571,448
-
-
Finished goods and goods for resale
43,006
412,608
5,558,188
3,593,479
-
-
16
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
10,175,214
3,973,390
135,418
Other debtors
17,712,879
17,449,062
Prepayments and accrued income
8,446,081
11,489,506
36,334,174
32,911,958
135,418
-
Deferred tax asset (note 24)
1,562
36,335,736
32,911,958
135,418
-
17
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans
22
9,996,683
9,348,036
Obligations under finance leases
20
76,758
159,837
Preference shares
22
40,000
40,000
40,000
40,000
Trade creditors
6,835,550
1,785,830
Amounts owed to group undertakings
1,443,000
2,000,000
Corporation tax payable
2,360,299
1,935,239
Other taxation and social security
720,295
1,299,878
-
-
Other creditors
3,156,204
3,079,984
140,034
Accruals and deferred income
8,019,241
8,223,503
31,205,030
25,872,307
1,623,034
2,040,000
The amounts owed to group undertakings are interest free and repayable on demand.
TANGERINE GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 28 -
18
Creditors: amounts falling due after more than one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans and overdrafts
22
4,119,113
4,412,135
Obligations under finance leases
20
61,883
123,721
Other creditors
152,389
4,180,996
4,688,245
-
-
19
Loans
Within 1 Year
Within 2-5 years
5 years+
£
£
£
Clydesdale Bank Loan
293,023
4,119,122
-
Lombard
614,962
-
-
RCF
9,088,698
-
-
9,996,683
4,119,122
Year of Maturity
2023
2023
£
£
Clydesdale Bank Loan
2027
4,412,144
4,671,473
4,412,144
4,671,473
The interest rate is 3.25% over SONIA
20
Finance lease obligations
Group
Company
2024
2023
2024
2023
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
76,758
159,837
In two to five years
61,883
123,721
138,641
283,558
-
-
Finance lease payments represent rentals payable by the group for certain items of motor vehicle. Leases include purchase options at the end of the lease period, and no restrictions are on the use of the assets. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.
TANGERINE GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 29 -
21
Operating lease commitments
Lessee
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
Group
Company
2024
2023
2024
2023
£
£
£
£
Within one year
253,345
253,345
-
-
Between two and five years
268,871
269,871
-
-
523,216
523,216
-
-
22
Secured debts
Group
Company
2024
2023
2024
2023
£
£
£
£
Bank loans
14,115,796
13,760,171
Preference shares
40,000
40,000
40,000
40,000
Hire purchase contracts
82,941
283,558
14,238,737
14,083,729
40,000
40,000
The bank loans and overdrafts are secured by a first legal charge granted by Tangerine Group Holdings Limited over the land and buildings at Boundary Road, Lytham St Annes, as well as an all monies debenture granted by Tangerine Holdings Limited.
Cross corporate guarantees exist between Tangerine Holdings Limited and the following companies: Vet Plus Limited and Vet Plus International Limited.
The maximum potential liability arising under this guarantee at the year end was £14,115,795 (2023: £13,760,171)
DA Haythornthwaite's life insurance policy is assigned in favour of the lender up to a maximum amount of £500,000.
Hire purchase liabilities are secured on the assets to which they relate.
Details of shares shown as liabilities are as follows:
The 10% preference shares confer the rights to receive a 10% cumulative dividend and are redeemable when notice is given subject to bank's consent. There are no voting rights or rights to participate in a surplus on a winding up. The interest on these preference shares has been waived.
TANGERINE GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 30 -
23
Provisions for liabilities
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Deferred tax liabilities
24
877,968
831,187
24
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
Liabilities
Liabilities
Assets
Assets
2024
2023
2024
2023
Group
£
£
£
£
Accelerated capital allowances
908,788
831,187
1,562
-
Tax losses
(30,820)
-
-
-
877,968
831,187
1,562
-
The company has no deferred tax assets or liabilities.
Group
Company
2024
2024
Movements in the year:
£
£
Liability at 1 July 2023
831,187
-
Charge to profit or loss
45,219
-
Liability at 30 June 2024
876,406
-
25
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of £1 each
62,089
62,089
62,089
62,089
26
Pension commitments
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
188,317
182,639
TANGERINE GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
26
Pension commitments
(Continued)
- 31 -
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
27
Reserves
Group
Profit and loss reserves
This reserve reflects cumulative profits and losses net of distributions to owners.
Capital redemption reserve
This reserve was created when the company redeemed its preferences shares. This reserve is not distributable.
Company
Profit and loss reserves
This reserve reflects cumulative profits and losses net of distributions to owners.
Merger Reserves
Within the company Statement of Financial Position, the merger reserve balance arose to account for the difference between the nominal value of shares issued and the market value of the shares in Tangerine Group Holdings Limited acquired by means of a share for share exchange
No share premium has been recorded as the company has claimed merger relief under s612 of Companies Act 2006 in the share for share exchange.
28
Directors' advances, credits and guarantees
The amount owed from D A Haythornthwaite at the year end was £1,876,963 (2023: £1,749,975) and this is included in other debtors. The maximum amount owed by D A Haythornthwaite to the Company during the year was £1,876,963 (2023: £1,859,976). The amounts advanced in the year were £176,935 (2023: £135,076) and the amounts repaid were £49,947 (2023: £67,169). The loan is interest free and repayable on demand.
29
Related party transactions
During the year, D A Haythornthwaite was in receipt of rental income from the Group of £202,280 (2023: £188,280).
During the year the Company had transactions with companies under the control of D A Haythornthwaite.
2023
2023
£
£
Goods provided
1,599,032
2,420,242
Good purchased
4,279,944
2,692,268
At the year end the Company had net balances outstanding with companies under the control of D A Haythornthwaite.
2023
2022
£
£
Included in Trade debtors/(creditors)
-
-
Include in Other debtors/(creditors)
12,355,706
13,984,411
TANGERINE GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2024
- 32 -
30
Ultimate controlling party
Tangerine Group Holdings Limited is owned by Rendell Limited, a company incorporated in the Isle Of Man.
The group is under the ultimate control of D A Haythornthwaite, the controlling shareholder of Rendell Limited.
31
Cash generated from group operations
2024
2023
£
£
Profit for the year after tax
3,970,561
5,807,169
Adjustments for:
Taxation charged
1,258,146
1,218,892
Finance costs
776,733
495,029
(Gain)/loss on disposal of investment property
563,875
Amortisation and impairment of intangible assets
31,118
65,822
Depreciation and impairment of tangible fixed assets
733,770
812,953
Foreign exchange gains on cash equivalents
570
383,582
Movements in working capital:
(Increase)/decrease in stocks
(1,964,709)
1,823,446
(Increase) in debtors
(3,422,216)
(9,570,633)
Increase in creditors
4,189,706
2,234,422
Cash generated from operations
5,573,679
3,834,557
32
Analysis of changes in net debt - group
2024
£
Opening net funds/(debt)
Cash and cash equivalents
1,094,087
Loans
(13,800,171)
Obligations under finance leases
(283,558)
(12,989,642)
Changes in net debt arising from:
Cash flows of the entity
807,531
Closing net funds/(debt) as analysed below
(12,182,111)
Closing net funds/(debt)
Cash and cash equivalents
2,112,326
Loans
(14,155,796)
Obligations under finance leases
(138,641)
(12,182,111)
2024-06-302023-07-01falsefalseCCH SoftwareCCH Accounts Production 2025.100Mr D A HaythornthwaiteMrs S Haythornthwaitefalse104844062023-07-012024-06-3010484406bus:Director12023-07-012024-06-3010484406bus:Director22023-07-012024-06-3010484406bus:RegisteredOffice2023-07-012024-06-3010484406bus:Consolidated2023-07-012024-06-3010484406bus:Consolidated2024-06-3010484406bus:Consolidated2022-07-012023-06-30104844062022-07-012023-06-3010484406core:RetainedEarningsAccumulatedLossesbus:Consolidated2023-07-012024-06-3010484406core:RetainedEarningsAccumulatedLossesbus:Consolidated2022-07-012023-06-30104844062024-06-3010484406core:NegativeGoodwillbus:Consolidated2024-06-3010484406core:NegativeGoodwillbus:Consolidated2023-06-3010484406core:OtherResidualIntangibleAssetsbus:Consolidated2024-06-3010484406core:OtherResidualIntangibleAssetsbus:Consolidated2023-06-3010484406bus:Consolidated2023-06-3010484406core:PatentsTrademarksLicencesConcessionsSimilarbus:Consolidated2024-06-3010484406core:DevelopmentCostsCapitalisedDevelopmentExpenditurebus:Consolidated2024-06-3010484406core:PatentsTrademarksLicencesConcessionsSimilarbus:Consolidated2023-06-3010484406core:DevelopmentCostsCapitalisedDevelopmentExpenditurebus:Consolidated2023-06-3010484406core:LandBuildingscore:OwnedOrFreeholdAssetsbus:Consolidated2024-06-3010484406core:PlantMachinerybus:Consolidated2024-06-3010484406core:FurnitureFittingsbus:Consolidated2024-06-3010484406core:ComputerEquipmentbus:Consolidated2024-06-3010484406core:MotorVehiclesbus:Consolidated2024-06-3010484406core:LandBuildingscore:OwnedOrFreeholdAssetsbus:Consolidated2023-06-3010484406core:PlantMachinerybus:Consolidated2023-06-3010484406core:FurnitureFittingsbus:Consolidated2023-06-3010484406core:ComputerEquipmentbus:Consolidated2023-06-3010484406core:MotorVehiclesbus:Consolidated2023-06-30104844062023-06-3010484406core:ShareCapitalbus:Consolidated2024-06-3010484406core:ShareCapitalbus:Consolidated2023-06-3010484406core:CapitalRedemptionReservebus:Consolidated2024-06-3010484406core:CapitalRedemptionReservebus:Consolidated2023-06-3010484406core:RetainedEarningsAccumulatedLossesbus:Consolidated2024-06-3010484406core:RetainedEarningsAccumulatedLossesbus:Consolidated2023-06-3010484406core:ShareCapital2024-06-3010484406core:ShareCapital2023-06-3010484406core:OtherMiscellaneousReserve2024-06-3010484406core:OtherMiscellaneousReserve2023-06-3010484406core:RetainedEarningsAccumulatedLosses2024-06-3010484406core:RetainedEarningsAccumulatedLosses2023-06-3010484406core:ShareCapitalbus:Consolidated2022-06-3010484406core:CapitalRedemptionReservebus:Consolidated2022-06-3010484406core:ShareCapital2022-06-3010484406core:RetainedEarningsAccumulatedLosses2022-06-3010484406core:CurrentFinancialInstrumentscore:WithinOneYear2024-06-3010484406core:CurrentFinancialInstrumentscore:WithinOneYear2023-06-3010484406core:CurrentFinancialInstruments2024-06-3010484406core:CurrentFinancialInstruments2023-06-3010484406core:ShareCapitalbus:Consolidated2023-07-012024-06-3010484406core:ShareCapital2023-07-012024-06-3010484406core:RetainedEarningsAccumulatedLosses2023-07-012024-06-3010484406bus:Consolidated2022-06-3010484406core:Goodwill2023-07-012024-06-3010484406core:IntangibleAssetsOtherThanGoodwill2023-07-012024-06-3010484406core:PatentsTrademarksLicencesConcessionsSimilar2023-07-012024-06-3010484406core:DevelopmentCostsCapitalisedDevelopmentExpenditure2023-07-012024-06-3010484406core:FurnitureFittings2023-07-012024-06-3010484406core:UKTaxbus:Consolidated2023-07-012024-06-3010484406core:UKTaxbus:Consolidated2022-07-012023-06-3010484406bus:Consolidated12023-07-012024-06-3010484406bus:Consolidated12022-07-012023-06-3010484406bus:Consolidated22023-07-012024-06-3010484406bus:Consolidated22022-07-012023-06-3010484406bus:Consolidated32023-07-012024-06-3010484406bus:Consolidated32022-07-012023-06-3010484406core:NegativeGoodwillbus:Consolidated2023-06-3010484406core:PatentsTrademarksLicencesConcessionsSimilarbus:Consolidated2023-06-3010484406core:DevelopmentCostsCapitalisedDevelopmentExpenditurebus:Consolidated2023-06-3010484406bus:Consolidated2023-06-3010484406core:NegativeGoodwillcore:ExternallyAcquiredIntangibleAssetsbus:Consolidated2023-07-012024-06-3010484406core:PatentsTrademarksLicencesConcessionsSimilarcore:ExternallyAcquiredIntangibleAssetsbus:Consolidated2023-07-012024-06-3010484406core:DevelopmentCostsCapitalisedDevelopmentExpenditurecore:ExternallyAcquiredIntangibleAssetsbus:Consolidated2023-07-012024-06-3010484406core:ExternallyAcquiredIntangibleAssetsbus:Consolidated2023-07-012024-06-3010484406core:NegativeGoodwillbus:Consolidated2023-07-012024-06-3010484406core:PatentsTrademarksLicencesConcessionsSimilarbus:Consolidated2023-07-012024-06-3010484406core:DevelopmentCostsCapitalisedDevelopmentExpenditurebus:Consolidated2023-07-012024-06-3010484406core:LandBuildingscore:OwnedOrFreeholdAssetsbus:Consolidated2023-06-3010484406core:PlantMachinerybus:Consolidated2023-06-3010484406core:FurnitureFittingsbus:Consolidated2023-06-3010484406core:ComputerEquipmentbus:Consolidated2023-06-3010484406core:MotorVehiclesbus:Consolidated2023-06-3010484406core:LandBuildingscore:OwnedOrFreeholdAssetsbus:Consolidated2023-07-012024-06-3010484406core:PlantMachinerybus:Consolidated2023-07-012024-06-3010484406core:FurnitureFittingsbus:Consolidated2023-07-012024-06-3010484406core:ComputerEquipmentbus:Consolidated2023-07-012024-06-3010484406core:MotorVehiclesbus:Consolidated2023-07-012024-06-3010484406core:UnlistedNon-exchangeTradedbus:Consolidated2024-06-3010484406core:UnlistedNon-exchangeTradedbus:Consolidated2023-06-3010484406core:UnlistedNon-exchangeTraded2024-06-3010484406core:UnlistedNon-exchangeTraded2023-06-3010484406core:Subsidiary12023-07-012024-06-3010484406core:Subsidiary22023-07-012024-06-3010484406core:Subsidiary32023-07-012024-06-3010484406core:Subsidiary42023-07-012024-06-3010484406core:Subsidiary52023-07-012024-06-3010484406core:Subsidiary62023-07-012024-06-3010484406core:Subsidiary72023-07-012024-06-3010484406core:Subsidiary82023-07-012024-06-3010484406core:Subsidiary92023-07-012024-06-3010484406core:Subsidiary102023-07-012024-06-3010484406core:Subsidiary112023-07-012024-06-3010484406core:Subsidiary122023-07-012024-06-3010484406core:Subsidiary132023-07-012024-06-3010484406core:Subsidiary142023-07-012024-06-3010484406core:Subsidiary152023-07-012024-06-3010484406core:Subsidiary162023-07-012024-06-3010484406core:Subsidiary112023-07-012024-06-3010484406core:Subsidiary222023-07-012024-06-3010484406core:Subsidiary332023-07-012024-06-3010484406core:Subsidiary442023-07-012024-06-3010484406core:Subsidiary552023-07-012024-06-3010484406core:Subsidiary662023-07-012024-06-3010484406core:Subsidiary772023-07-012024-06-3010484406core:Subsidiary882023-07-012024-06-3010484406core:Subsidiary992023-07-012024-06-3010484406core:Subsidiary10102023-07-012024-06-3010484406core:Subsidiary11112023-07-012024-06-3010484406core:Subsidiary12122023-07-012024-06-3010484406core:Subsidiary13132023-07-012024-06-3010484406core:Subsidiary14142023-07-012024-06-3010484406core:Subsidiary15152023-07-012024-06-3010484406core:Subsidiary16162023-07-012024-06-3010484406core:CurrentFinancialInstrumentsbus:Consolidated2024-06-3010484406core:CurrentFinancialInstrumentsbus:Consolidated2023-06-3010484406core:WithinOneYearbus:Consolidated2024-06-3010484406core:WithinOneYearbus:Consolidated2023-06-3010484406core:Non-currentFinancialInstrumentscore:AfterOneYearbus:Consolidated2024-06-3010484406core:Non-currentFinancialInstrumentscore:AfterOneYearbus:Consolidated2023-06-3010484406core:Non-currentFinancialInstrumentscore:AfterOneYear2024-06-3010484406core:Non-currentFinancialInstrumentscore:AfterOneYear2023-06-3010484406core:Non-currentFinancialInstrumentsbus:Consolidated2024-06-3010484406core:Non-currentFinancialInstrumentsbus:Consolidated2023-06-3010484406core:Non-currentFinancialInstruments2024-06-3010484406core:Non-currentFinancialInstruments2023-06-3010484406core:CurrentFinancialInstrumentscore:WithinOneYearbus:Consolidated2024-06-3010484406core:CurrentFinancialInstrumentscore:WithinOneYearbus:Consolidated2023-06-3010484406core:Non-currentFinancialInstrumentscore:AfterOneYearbus:Consolidated12024-06-3010484406core:Non-currentFinancialInstrumentscore:AfterOneYearbus:Consolidated12023-06-3010484406core:Non-currentFinancialInstrumentscore:AfterOneYear22024-06-3010484406core:Non-currentFinancialInstrumentscore:AfterOneYear22023-06-3010484406core:LandBuildings2024-06-3010484406core:WithinOneYear2024-06-3010484406core:WithinOneYear2023-06-3010484406core:BetweenTwoFiveYears2024-06-3010484406core:BetweenTwoFiveYears2023-06-3010484406bus:PrivateLimitedCompanyLtd2023-07-012024-06-3010484406bus:FRS1022023-07-012024-06-3010484406bus:Audited2023-07-012024-06-3010484406bus:ConsolidatedGroupCompanyAccounts2023-07-012024-06-3010484406bus:FullAccounts2023-07-012024-06-30xbrli:purexbrli:sharesiso4217:GBP