Registration number:
GFGB Holdings Limited
for the Year Ended 30 September 2024
GFGB Holdings Limited
Contents
Company Information |
|
Strategic Report |
|
Director's Report |
|
Statement of Director's Responsibilities |
|
Independent Auditor's Report |
|
Consolidated Profit and Loss Account |
|
Consolidated Statement of Comprehensive Income |
|
Consolidated Balance Sheet |
|
Balance Sheet |
|
Consolidated Statement of Changes in Equity |
|
Statement of Changes in Equity |
|
Consolidated Statement of Cash Flows |
|
Notes to the Financial Statements |
GFGB Holdings Limited
Company Information
Director |
D G Barnes |
Registered office |
|
Auditors |
|
GFGB Holdings Limited
Strategic Report for the Year Ended 30 September 2024
The director presents his strategic report for the year ended 30 September 2024.
Principal activity
The principal activity of the group is investment activities
Fair review of the business
Results continued to grow and improve on the previous year due to a strong milk price. That, coupled with efficient cost controls in place despite nationwide cost increases ensured the additional income generated was reflected right through to profit before tax.
The group's key financial and other performance indicators during the year were as follows:
Financial KPIs |
Unit |
2024 |
2023 |
Turnover |
£ |
16,847,752 |
13,954,032 |
Gross profit margin |
% |
31 |
50 |
Profit before tax |
£ |
11,468,866 |
10,282,639 |
Net assets |
£ |
45,291,168 |
35,697,383 |
Principal risks and uncertainties
The principal commercial risks to the business are the major components of production costs, price per litre of milk sold, legislative changes such as changes in subsidies received and customer requirements. The directors continually assess the position of the business, its operations and the impact of any potential or actual changes in environment. The business is considered to have sufficient working capital to react and adapt to any changes.
Approved and authorised by the
......................................... |
GFGB Holdings Limited
Director's Report for the Year Ended 30 September 2024
The director presents his report and the for the year ended 30 September 2024.
Director of the group
The director who held office during the year was as follows:
Financial instruments
Objectives and policies
The group's director continually monitors and manage the finances of the company with a view to meeting future financial obligations as and when they become due as well as funding future developments projects. In addition, they aim to manage the company's liquid resources in such a way as to ensure that funds are available to cover any unexpected items of expenditure which may arise. The group has currency exposure in respect of its investments in overseas joint ventures and associates. The group does not use derivative financial instruments for any purpose.
Price risk, credit risk, liquidity risk and cash flow risk
The business' principal financial instruments comprise bank balances, trade debtors and creditors and certain other debtors and creditors. The main purpose of these instruments is to finance the business' operations.
In respect of bank balances, the liquidity risk is managed by maintaining large cash balances. All of the business' cash balances are held in such a way that achieves a competitive rate of interest where possible.
The majority of revenue and trade debtors are derived from milk sales and auction sales which, as is common with such transactions, receive the funds from such transactions relatively quickly after the point of sale. There are no sales transacted in foreign currency and very few on credit terms.
Trade creditors' liquidity risk is managed by ensuring sufficient funds are available to meet amounts due within the set credit terms offered.
Future developments
Refer to Important non adjusting events after the balance sheet date for an indication of likely future developments.
Going concern
The director has a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus, they continue to adopt the going concern basis in preparing the annual financial statements.
Further details regarding the adoption of the going concern basis can be found in the accounting policies in note 1 to the financial statements.
GFGB Holdings Limited
Director's Report for the Year Ended 30 September 2024 (continued)
Disclosure of information to the auditor
The director has taken steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditor is aware of that information. The director confirms that there is no relevant information that he knows of and of which he knows the auditor is unaware.
Approved and authorised by the
......................................... |
GFGB Holdings Limited
Statement of Director's Responsibilities
The director acknowledges his responsibilities for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the group and the company and of the profit or loss of the group for that period. In preparing these financial statements, the director is required to:
• |
select suitable accounting policies and apply them consistently; |
• |
make judgements and accounting estimates that are reasonable and prudent; |
• |
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and |
• |
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The director is responsible for keeping adequate accounting records that are sufficient to show and explain the group's and the company's transactions and disclose with reasonable accuracy at any time the financial position of the group and the company and enable him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the group and the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
GFGB Holdings Limited
Independent Auditor's Report to the Members of GFGB Holdings Limited
Opinion
We have audited the financial statements of GFGB Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 September 2024, which comprise the Consolidated Profit and Loss Account, Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Balance Sheet, Consolidated Statement of Changes in Equity, Statement of Changes in Equity, Consolidated Statement of Cash Flows, and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
• | give a true and fair view of the state of the group's and the parent company's affairs as at 30 September 2024 and of the group's profit for the year then ended; |
• | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
• | have been prepared in accordance with the requirements of the Companies Act 2006. |
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's ability to continue as a going concern for a period of at least twelve months from when the original financial statements were authorised for issue.
Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report.
Other information
The director are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
GFGB Holdings Limited
Independent Auditor's Report to the Members of GFGB Holdings Limited (continued)
We have nothing to report in this regard.
Opinion on other matter prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
• |
the information given in the Strategic Report and Director's Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
• |
the Strategic Report and Director's Report have been prepared in accordance with applicable legal requirements. |
Matters on which we are required to report by exception
In the light of our knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report and the Director's Report.
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
• | adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
• | the parent company financial statements are not in agreement with the accounting records and returns; or |
• | certain disclosures of director's remuneration specified by law are not made; or |
• | we have not received all the information and explanations we require for our audit. |
Responsibilities of the director
As explained more fully in the Statement of Director's Responsibilities [set out on page 5], the director is 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 director determines 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 director is responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the company or to cease operations, or have no realistic alternative but to do so.
Auditor Responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:
GFGB Holdings Limited
Independent Auditor's Report to the Members of GFGB Holdings Limited (continued)
• |
the nature of the industry and sector, control environment and business performance including the design of the company’s remuneration policies, key drivers for directors’ remuneration, bonus levels and performance targets; |
• |
results of our enquiries of management about their own identification and assessment of the risks of irregularities; |
• |
any matters we identified having obtained and reviewed the group’s documentation of their policies and procedures relating to: |
- |
identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance; |
- |
detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud; |
- |
the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations; |
• |
the matters discussed among the audit engagement team and involving relevant internal specialists, including tax and pensions regarding how and where fraud might occur in the financial statements and any potential indicators of fraud. |
As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud to be in relation to management override which, in common with all audits under ISAs (UK), we are required to perform specific procedures to respond to this risk.
We also obtained an understanding of the legal and regulatory framework that the group operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act, pensions legislation and tax legislation.
In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the group’s ability to operate or to avoid a material penalty. The key laws and regulations we considered in this context related to the Health and Safety Act and Employment Law.
As a result of performing the above, in response to the risks identified, we did not identify any key audit matters related to the potential risk of fraud or non-compliance with laws and regulations.
In addition to the above, our procedures to respond to risks identified included the following:
• |
reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements; |
• |
enquiring of management concerning actual and potential litigation and claims; |
• |
performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud; |
• |
reading minutes of meetings of those charged with governance, reviewing correspondence with HMRC; and |
• |
in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business. |
GFGB Holdings Limited
Independent Auditor's Report to the Members of GFGB Holdings Limited (continued)
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members, and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
......................................
For and on behalf of
FIFTEEN Rosehill
Montgomery Way
Rosehill Estate
CA1 2RW
GFGB Holdings Limited
Consolidated Profit and Loss Account for the Year Ended 30 September 2024
Note |
2024 |
2023 |
|
Turnover |
|
|
|
Cost of sales |
( |
( |
|
Gross profit |
|
|
|
Administrative expenses |
( |
( |
|
Other operating income |
|
|
|
Operating profit |
|
|
|
Gain on financial assets at fair value through profit and loss |
|
|
|
Other interest receivable and similar income |
|
|
|
Interest payable and similar expenses |
( |
( |
|
1,605,202 |
711,900 |
||
Share of profit of equity accounted investees |
|
|
|
Profit before tax |
|
|
|
Tax on profit |
( |
( |
|
Profit for the financial year |
|
|
|
Profit/(loss) attributable to: |
|||
Owners of the company |
|
|
The above results were derived from continuing operations.
GFGB Holdings Limited
Consolidated Statement of Comprehensive Income for the Year Ended 30 September 2024
2024 |
2023 |
|
Profit for the year |
|
|
Foreign currency translation (losses)/gains |
( |
|
Total comprehensive income for the year |
|
|
Total comprehensive income attributable to: |
||
Owners of the company |
|
|
GFGB Holdings Limited
(Registration number: 13690425)
Consolidated Balance Sheet as at 30 September 2024
Note |
2024 |
2023 |
|
Fixed assets |
|||
Tangible assets |
|
|
|
Investments |
|
|
|
Other financial assets |
5,192,553 |
3,910,332 |
|
|
|
||
Current assets |
|||
Stocks |
|
|
|
Debtors |
|
|
|
Cash at bank and in hand |
|
|
|
|
|
||
Creditors: Amounts falling due within one year |
( |
( |
|
Net current assets |
|
|
|
Total assets less current liabilities |
|
|
|
Creditors: Amounts falling due after more than one year |
( |
( |
|
Provisions for liabilities |
( |
( |
|
Net assets |
|
|
|
Capital and reserves |
|||
Called up share capital |
10,130 |
10,130 |
|
Retained earnings |
45,281,038 |
35,687,253 |
|
Equity attributable to owners of the company |
45,291,168 |
35,697,383 |
|
Shareholders' funds |
45,291,168 |
35,697,383 |
Approved and authorised by the
......................................... |
GFGB Holdings Limited
(Registration number: 13690425)
Balance Sheet as at 30 September 2024
Note |
2024 |
2023 |
|
Fixed assets |
|||
Tangible assets |
|
- |
|
Investments |
|
|
|
Other financial assets |
5,192,553 |
3,910,332 |
|
|
|
||
Current assets |
|||
Debtors |
|
|
|
Cash at bank and in hand |
|
|
|
|
|
||
Creditors: Amounts falling due within one year |
( |
( |
|
Net current (liabilities)/assets |
( |
|
|
Net assets |
|
|
|
Capital and reserves |
|||
Called up share capital |
10,130 |
10,130 |
|
Retained earnings |
12,575,315 |
11,009,610 |
|
Shareholders' funds |
12,585,445 |
11,019,740 |
No profit and loss account is presented for the company as permitted by section 408 of the Companies Act 2006. The company made a profit after tax for the financial year of £1,565,705 (2023 - profit of £601,476).
Approved and authorised by the
......................................... |
GFGB Holdings Limited
Consolidated Statement of Changes in Equity for the Year Ended 30 September 2024
Equity attributable to the parent company
Share capital |
Retained earnings |
Total |
Total equity |
|
At 1 October 2023 |
|
|
|
|
Profit for the year |
- |
|
|
|
Other comprehensive income |
- |
( |
( |
( |
Total comprehensive income |
- |
|
|
|
At 30 September 2024 |
|
|
|
|
Share capital |
Retained earnings |
Total |
Total equity |
|
At 1 October 2022 |
|
|
|
|
Profit for the year |
- |
|
|
|
Other comprehensive income |
- |
|
|
|
Total comprehensive income |
- |
|
|
|
At 30 September 2023 |
10,130 |
35,687,253 |
35,697,383 |
35,697,383 |
GFGB Holdings Limited
Statement of Changes in Equity for the Year Ended 30 September 2024
Share capital |
Retained earnings |
Total |
|
At 1 October 2023 |
|
|
|
Profit for the year |
- |
|
|
At 30 September 2024 |
|
|
|
Share capital |
Retained earnings |
Total |
|
At 1 October 2022 |
|
|
|
Profit for the year |
- |
|
|
At 30 September 2023 |
10,130 |
11,009,610 |
11,019,740 |
GFGB Holdings Limited
Consolidated Statement of Cash Flows for the Year Ended 30 September 2024
Note |
2024 |
2023 |
|
Cash flows from operating activities |
|||
Profit for the year |
|
|
|
Adjustments to cash flows from non-cash items |
|||
Depreciation and amortisation |
|
|
|
Financial instrument net gains (losses) through profit and loss |
( |
( |
|
Finance income |
( |
( |
|
Finance costs |
|
|
|
Share of profit/loss of equity accounted investees |
( |
( |
|
Income tax expense |
|
|
|
Investment in subsidiary previously not consolidated |
100 |
- |
|
|
|
||
Working capital adjustments |
|||
Decrease/(increase) in stocks |
|
( |
|
(Increase)/decrease in trade debtors |
( |
|
|
(Decrease)/increase in trade creditors |
( |
|
|
Decrease in deferred income, including government grants |
( |
( |
|
Cash generated from operations |
|
|
|
Income taxes paid |
( |
( |
|
Net cash flow from operating activities |
|
|
|
Cash flows from investing activities |
|||
Interest received |
|
|
|
Acquisitions of tangible assets |
( |
( |
|
Dividend income |
|
|
|
Acquisition of investments in subsidiaries |
- |
( |
|
Acquisition of financial investments |
- |
( |
|
Net cash flows from investing activities |
( |
( |
|
Cash flows from financing activities |
|||
Interest paid |
( |
( |
|
Other borrowing advances and repayments |
|
|
|
Interest on preference shares |
( |
( |
|
Net cash flows from financing activities |
|
|
|
Net (decrease)/increase in cash and cash equivalents |
( |
|
|
Cash and cash equivalents at 1 October |
|
|
|
Cash and cash equivalents at 30 September |
4,262,554 |
12,019,994 |
GFGB Holdings Limited
Notes to the Financial Statements for the Year Ended 30 September 2024
General information |
The company is a private company limited by share capital, incorporated in England and Wales.
The address of its registered office is:
Accounting policies |
Summary of significant accounting policies and key accounting estimates
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
Statement of compliance
These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland and the Companies Act 2006'.
Basis of preparation
These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.
Summary of disclosure exemptions
GFGB Holdings Limited meets the definition of a qualifying entity under FRS 102 and has therefore taken advantage of the disclosure exemptions available to it in respect of its separate financial statements. GFGB Holdings Limited is the parent of a group that prepares publicly available consolidated financial statements. Exemptions have been taken in the separate company financial statements in relation to financial instruments, presentation of a cash flow statement and remuneration of key management personnel.
Basis of consolidation
The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 30 September 2024.
A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.
Business combinations are accounted for by using the merger accounting method. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.
Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.
GFGB Holdings Limited
Notes to the Financial Statements for the Year Ended 30 September 2024 (continued)
Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.
Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group’s equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder’s share of changes in equity since the date of the combination.
Going concern
The group’s business activities, together with the factors likely to affect its future development, performance and position are set out in the strategic report. The director's report further describes the financial position of the group; its cash flows, liquidity position and borrowing facilities; the group’s objectives, policies and processes for managing its capital; its financial risk management objectives; details of its financial instruments and hedging activities; and its exposure to credit risk and liquidity risk.
The group’s forecasts and projections, taking account of reasonably possible changes in trading performance, show that the group has adequate resources to continue in operational existence for the foreseeable future. Therefore the director continues to adopt the going concern basis of accounting in preparing the annual financial statements.
Revenue recognition
Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the group’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts and after eliminating sales within the company.
The group recognises revenue when the amount of revenue can be reliably measured; it is probable that future economic benefits will flow to the entity; and specific criteria have been met for each of the group's activities.
Government grants
Government grants such as the basic payment scheme are included in the profit and loss account when all the necessary conditions for receipt have been met.
Other grants
Basic payment scheme
The amount paid in connection with the purchase of the basic payment scheme entitlement was amortised over the useful economic life of that entitlement, and has now been fully amortised.
GFGB Holdings Limited
Notes to the Financial Statements for the Year Ended 30 September 2024 (continued)
Foreign currency transactions and balances
Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.
Tax
The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the group operates and generates taxable income.
Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the consolidated financial statements.
Unrelieved tax losses and other deferred tax assets are recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.
Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference.
Tangible assets
Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.
The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.
Included in land and buildings in the parent's individual financial statements is property rented to a subsidiary entity. In accordance with paragraph 16.4A of FRS 102, the company has chosen to account for the property within property, plant and equipment and apply the cost model in accordance with Section 17 of FRS 102.
Depreciation
Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:
Asset class |
Depreciation method and rate |
Buildings |
2% straight line basis to residual value and 10% reducing balance basis |
Plant and equipment |
20% and 25% reducing balance basis |
Motor vehicles |
25% reducing balance basis |
Furniture, fittings and office equipment |
33% straight line basis |
No depreciation has been charged on certain buildings held by the group on the basis that these are being maintained and any residual value is expected to be at such a level that any depreciation charge would be highly immaterial.
GFGB Holdings Limited
Notes to the Financial Statements for the Year Ended 30 September 2024 (continued)
Merger accounting
1. The assets and liabilities of the combining entities at their carrying values immediately before the combination, without any fair value adjustments.
2. The income and expenditure for of the combining entities are aggregated for the entire financial year, including any pre-combination results.
3. No goodwill is recognised as part of the combination.
Investments
In the parent company financial statements investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.
In the group financial statements investments in associates and joint ventures are accounted for using the equity method. The carrying amount of the investment in associates and joint ventures is increased or decreased to recognise the group’s share of the profit or loss and other comprehensive income of the associate and joint venture, adjusted where necessary to ensure consistency with the accounting policies of the group (unless impracticable).
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.
Trade debtors
Trade debtors are amounts due from customers for the sale of goods or services performed in the ordinary course of business.
Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the group will not be able to collect all amounts due according to the original terms of the receivables.
Stocks
Biological assets are recognised only when three recognition criteria have been fulfilled:
1. the entity has control over the asset as a result of past events;
2. it is probable that future economic benefits associated with the asset will flow to the entity; and
3. the fair value of cost or the asset can be measured reliably.
Biological assets including livestock is valued at fair value less any anticipated costs to sell. Fair value has been determined by the director based on market prices, factoring in the aged profile of the flying herd. Changes in fair value less costs to sell are recognises in profit or loss. Crop stock is valued at cost less any impairment.
Other consumables stocks are valued at the lower of cost and net realisable value, after due regard for obsolete and slow moving stocks.
GFGB Holdings Limited
Notes to the Financial Statements for the Year Ended 30 September 2024 (continued)
Trade creditors
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the group does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.
Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method where due after more than one year.
Borrowings
Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.
Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.
Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.
Leases
Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.
Share capital
Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.
Preference shares are classified as debt when the shares are redeemable in the future at the option of the holder.
Defined contribution pension obligation
A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the group has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.
Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.
GFGB Holdings Limited
Notes to the Financial Statements for the Year Ended 30 September 2024 (continued)
Financial instruments
Classification
Recognition and measurement
Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.
Impairment
Turnover |
The analysis of the group's Turnover for the year from continuing operations is as follows:
2024 |
2023 |
|
Sale of goods |
|
|
Turnover |
|
|
Rent receivable |
64,258 |
- |
Contract work done |
2,848 |
- |
Grazing income |
15,042 |
17,704 |
Basic payment scheme |
47,480 |
59,674 |
Environmental subsidies |
79,970 |
9,885 |
Government grants |
2,199 |
2,630 |
Other income |
158,772 |
65,228 |
Interest income on bank deposits |
62,539 |
185,788 |
Other interest receivable |
4,091 |
22,168 |
Dividend income |
256,444 |
279,501 |
17,541,395 |
14,596,610 |
Exceptional items |
Included in turnover and cost of sales in the profit and loss account in the current financial year are transactions relating to the sale of the dairy herd as part of a share farming agreement. Total turnover in respect of the sale of the dairy herd was £4,142,095, based on a third party professional market valuation undertaken.
GFGB Holdings Limited
Notes to the Financial Statements for the Year Ended 30 September 2024 (continued)
Operating profit |
Arrived at after charging/(crediting)
2024 |
2023 |
|
Depreciation expense |
|
|
Foreign exchange losses |
|
|
Other interest receivable and similar income |
2024 |
2023 |
|
Interest income on bank deposits |
|
|
Dividend income |
|
|
Other finance income |
|
|
|
|
Interest payable and similar expenses |
2024 |
2023 |
|
Interest on bank overdrafts and borrowings |
|
|
Interest on preference shares |
|
|
|
|
Staff costs |
The aggregate payroll costs (including director's remuneration) were as follows:
2024 |
2023 |
|
Wages and salaries |
|
|
Social security costs |
|
|
Pension costs, defined contribution scheme |
|
|
|
|
The average number of persons employed by the group (including the director) during the year, analysed by category was as follows:
2024 |
2023 |
|
Production |
|
|
Administration and support |
|
|
|
|
GFGB Holdings Limited
Notes to the Financial Statements for the Year Ended 30 September 2024 (continued)
Director's remuneration |
The director's remuneration for the year was as follows:
2024 |
2023 |
|
Contributions paid to money purchase schemes |
|
|
During the year the number of directors who were receiving benefits and share incentives was as follows:
2024 |
2023 |
|
Accruing benefits under money purchase pension scheme |
|
|
Auditors' remuneration |
2024 |
2023 |
|
Audit of these financial statements |
44,000 |
47,250 |
Included within the above are fees in relation to the audit of the parent company totalling £20,000 (2023 - £20,000).
Taxation |
Tax charged/(credited) in the income statement
2024 |
2023 |
|
Current taxation |
||
UK corporation tax |
|
|
Deferred taxation |
||
Arising from origination and reversal of timing differences |
( |
|
Tax expense in the income statement |
|
|
GFGB Holdings Limited
Notes to the Financial Statements for the Year Ended 30 September 2024 (continued)
The tax on profit before tax for the year is lower than the standard rate of corporation tax in the UK (2023 - lower than the standard rate of corporation tax in the UK) of
The differences are reconciled below:
2024 |
2023 |
|
Profit before tax |
|
|
Corporation tax at standard rate |
|
|
Tax increase from effect of capital allowances and depreciation |
|
|
Effect of revenues exempt from taxation |
( |
( |
Effect of expense not deductible in determining taxable profit (tax loss) |
( |
|
Decrease from effect of joint-ventures and associates results reported net of tax |
( |
( |
Deferred tax expense relating to changes in tax rates or laws |
5,113 |
5,597 |
Total tax charge |
|
|
An increase in the UK headline corporation tax rate from 19% to 25% from 1 April 2023 was substantively enacted on 24 May 2021. Deferred tax has been recognised at the rates in which temporary timing differences are expected to reverse which equates to 25% (2023 - 25%).
Deferred tax
Group
Deferred tax assets and liabilities
2024 |
Asset |
Liability |
Accelerated tax depreciation |
- |
|
- |
|
2023 |
Asset |
Liability |
Accelerated tax depreciation |
- |
|
- |
|
The amount of the net reversal of deferred tax assets and deferred tax liabilities expected to occur during the year beginning after the reporting period is £
GFGB Holdings Limited
Notes to the Financial Statements for the Year Ended 30 September 2024 (continued)
Intangible assets |
Group
Basic payment scheme |
Total |
|
Cost or valuation |
||
At 1 October 2023 |
|
|
At 30 September 2024 |
|
|
Amortisation |
||
At 1 October 2023 |
|
|
At 30 September 2024 |
|
|
Carrying amount |
||
At 30 September 2024 |
- |
- |
GFGB Holdings Limited
Notes to the Financial Statements for the Year Ended 30 September 2024 (continued)
Tangible assets |
Group
Land and buildings |
Plant and equipment |
Motor vehicles |
Furniture, fittings and office equipment |
Total |
|
Cost or valuation |
|||||
At 1 October 2023 |
|
|
|
|
|
Additions |
|
|
|
|
|
At 30 September 2024 |
|
|
|
|
|
Depreciation |
|||||
At 1 October 2023 |
|
|
|
|
|
Charge for the year |
|
|
|
|
|
At 30 September 2024 |
|
|
|
|
|
Carrying amount |
|||||
At 30 September 2024 |
|
|
|
|
|
At 30 September 2023 |
|
|
|
|
|
Included within the net book value of land and buildings above is £10,260,198 (2023 - £Nil) in respect of freehold land and buildings and £582,689 (2023 - £647,433) in respect of short leasehold land and buildings.
GFGB Holdings Limited
Notes to the Financial Statements for the Year Ended 30 September 2024 (continued)
Company
Land and buildings |
Total |
|
Cost or valuation |
||
Additions |
|
|
At 30 September 2024 |
|
|
Depreciation |
||
Carrying amount |
||
At 30 September 2024 |
|
|
Included within the net book value of land and buildings above is £10,260,198 (2023 - £Nil) in respect of freehold land and buildings.
Investments |
Group
2024 |
2023 |
|
Investments in subsidiaries |
- |
100 |
Investments in joint ventures |
24,238,804 |
18,588,191 |
24,238,804 |
18,588,291 |
Joint ventures |
£ |
Valuation |
|
At 1 October 2023 |
18,588,191 |
Share of profit in joint ventures |
|
At 30 September 2024 |
24,238,804 |
Carrying amount |
|
At 30 September 2024 |
24,238,804 |
At 30 September 2023 |
18,588,191 |
GFGB Holdings Limited
Notes to the Financial Statements for the Year Ended 30 September 2024 (continued)
Details of undertakings
Details of the investments (including principal place of business of unincorporated entities) in which the group holds 20% or more of the nominal value of any class of share capital are as follows:
Undertaking |
Registered office |
Holding |
Proportion of voting rights and shares held |
|
2024 |
2023 |
|||
Joint ventures |
||||
|
8139 Szabadhídvég Pélpuszta puszta 10, Hungary |
Ordinary |
|
|
|
8139 Szabadhídvég Pélpuszta puszta 10, Hungary |
Ordinary |
|
|
Voting rights
Shares held in AGRO-PROFIT Novenytermeszto es Kereskedelmi Kolatolt Felelossegu Tarsasag represent 50% of the voting rights in the company.
Shares held in Pelpusztai Mezogazdasagi Korlatolt Felelossegu Tarsasag represent 50% of the voting rights in the company.
Joint venture undertakings
Pelpusztai Mezogazdasagi Korlatolt Felelossegu Tarsasag The principal activity of Pelpusztai Mezogazdasagi Korlatolt Felelossegu Tarsasag is |
AGRO-PROFIT Novenytermeszto es Kereskedelmi Kolatolt Felelossegu Tarsasag The principal activity of AGRO-PROFIT Novenytermeszto es Kereskedelmi Kolatolt Felelossegu Tarsasag is |
Aggregate financial information of joint ventures
2024 |
2023 |
|
Group's share of profit or loss in joint ventures |
|
|
GFGB Holdings Limited
Notes to the Financial Statements for the Year Ended 30 September 2024 (continued)
Company
2024 |
2023 |
|
Investments in subsidiaries |
|
|
Subsidiaries |
£ |
Cost |
|
At 1 October 2023 |
|
Carrying amount |
|
At 30 September 2024 |
|
At 30 September 2023 |
|
Details of undertakings
Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:
Undertaking |
Registered office |
Holding |
Proportion of voting rights and shares held |
|
2024 |
2023 |
|||
Subsidiary undertakings |
||||
|
Withgill Farm, Mitton, Clitheroe, BB7 3LW, England |
|
|
|
|
Withgill Farm, Mitton, Clitheroe, BB7 3LW, England |
|
|
|
Subsidiary undertakings |
Withgill Farm Limited The principal activity of Withgill Farm Limited is |
Branton East Side Limited The principal activity of Branton East Side Limited is |
For the year ending 30 September 2024 the subsidiary Branton East Side Limited was entitled to exemption from audit under section 479A of the Companies Act 2006 relating to subsidiary companies.
GFGB Holdings Limited
Notes to the Financial Statements for the Year Ended 30 September 2024 (continued)
Other financial assets |
Group and company
Financial assets at fair value through profit and loss |
Total |
|
Non-current financial assets |
||
Cost or valuation |
||
At 1 October 2023 |
3,910,332 |
3,910,332 |
Fair value adjustments |
1,282,221 |
1,282,221 |
At 30 September 2024 |
5,192,553 |
5,192,553 |
Carrying amount |
||
At 30 September 2024 |
|
5,192,553 |
Stocks |
Group |
Company |
|||
2024 |
2023 |
2024 |
2023 |
|
Crop |
|
|
- |
- |
Livestock |
- |
|
- |
- |
Consumables |
|
|
- |
- |
|
|
- |
- |
Group
Reconciliation of stock movements - biological assets (livestock):
£ |
|
At 1 October 2023 |
3,551,268 |
Purchase of livestock |
1,146,926 |
Birth of livestock |
- |
Sales of livestock |
(4,805,337) |
Death of livestock |
- |
Valuation changes |
107,143 |
At 30 September 2024 |
- |
GFGB Holdings Limited
Notes to the Financial Statements for the Year Ended 30 September 2024 (continued)
Debtors |
Group |
Company |
|||
Current |
2024 |
2023 |
2024 |
2023 |
Trade debtors |
|
|
- |
- |
Amounts owed by group undertakings |
- |
|
|
|
Other debtors |
|
|
|
|
Prepayments |
|
|
- |
|
Accrued income |
|
- |
- |
- |
|
|
|
|
Cash and cash equivalents |
Group |
Company |
|||
2024 |
2023 |
2024 |
2023 |
|
Cash at bank |
|
|
|
|
Short-term deposits |
- |
|
- |
|
|
|
|
|
Creditors |
Group |
Company |
||||
Note |
2024 |
2023 |
2024 |
2023 |
|
Due within one year |
|||||
Loans and borrowings |
|
|
|
|
|
Trade creditors |
|
|
- |
|
|
Amounts due to group undertakings |
- |
- |
|
|
|
Other payables |
|
|
- |
- |
|
Accruals |
|
|
|
|
|
Corporation tax liability |
448,312 |
644,656 |
35,402 |
27,345 |
|
Deferred income |
|
|
- |
- |
|
|
|
|
|
||
Due after one year |
|||||
Deferred income |
|
|
- |
- |
Included in other payables are arrears of fixed cumulative dividends of £75 (2023 - £50), arising following the issue of redeemable preference shares in 2021.
GFGB Holdings Limited
Notes to the Financial Statements for the Year Ended 30 September 2024 (continued)
Provisions for liabilities |
Group
Deferred tax |
Total |
|
At 1 October 2023 |
|
|
Increase (decrease) in existing provisions |
( |
( |
At 30 September 2024 |
|
|
|
Pension and other schemes |
Defined contribution pension scheme
The group operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the group to the scheme and amounted to £
Contributions totalling £Nil (2023 - £Nil) were payable to the scheme at the end of the year and are included in creditors.
Share capital |
Allotted, called up and fully paid shares
2024 |
2023 |
|||
No. |
£ |
No. |
£ |
|
|
|
10,130 |
|
10,130 |
|
|
2,569,495 |
|
2,569,495 |
|
|
|
|
Redeemable preference shares
The |
Rights, preferences and restrictions
Ordinary shares have the following rights, preferences and restrictions: |
GFGB Holdings Limited
Notes to the Financial Statements for the Year Ended 30 September 2024 (continued)
Reserves |
Group
Called up share capital
Represents the nominal value of shares which have been issued
Profit and loss account
Includes all prior and current period accumulated retained profits and losses
The changes to each component of equity resulting from items of other comprehensive income for the current year were as follows:
Retained earnings |
Total |
|
Foreign currency translation gains/losses |
( |
( |
|
The changes to each component of equity resulting from items of other comprehensive income for the prior year were as follows:
Retained earnings |
Total |
|
Foreign currency translation gains/losses |
|
|
|
Loans and borrowings |
Current loans and borrowings
Group |
Company |
|||
2024 |
2023 |
2024 |
2023 |
|
Redeemable preference shares |
|
|
|
|
Other borrowings |
|
|
|
- |
|
|
|
|
GFGB Holdings Limited
Notes to the Financial Statements for the Year Ended 30 September 2024 (continued)
Obligations under leases and hire purchase contracts |
Group
Operating leases
The total of future minimum lease payments is as follows:
2024 |
2023 |
|
Not later than one year |
|
|
This commitment relates to a farm business tenancy which is currently on a rolling one-year term between the group and its directors.
The amount of non-cancellable operating lease payments recognised as an expense during the year was £
Analysis of changes in net debt |
Group
At 1 October 2023 |
Other cash flows |
At 30 September 2024 |
|
Cash and cash equivalents |
|||
Cash at bank and in hand |
12,019,994 |
(7,757,440) |
4,262,554 |
Borrowings |
|||
Short term borrowings |
(2,689,495) |
(770,814) |
(3,460,309) |
|
|||
|
( |
|
GFGB Holdings Limited
Notes to the Financial Statements for the Year Ended 30 September 2024 (continued)
Related party transactions |
Group
Key management personnel
The director and senior management
Key management compensation
2024 |
2023 |
|
Salaries and other short term employee benefits |
|
|
Post-employment benefits |
|
|
|
|
Transactions with the director |
2024 |
At 1 October 2023 |
Advances to director |
Repayments by director |
Interest |
At 30 September 2024 |
D G Barnes |
|||||
Loan |
|
|
( |
302 |
- |
2023 |
At 1 October 2022 |
Advances to director |
Repayments by director |
Interest |
At 30 September 2023 |
D G Barnes |
|||||
Loan |
|
|
( |
22,131 |
|
Director advances are repayable on demand.
Interest has been charged at a rate of 2.25% (2% to March 2023 and 2.25% from April 2023) on advances to directors.
Summary of transactions with joint ventures
GFGB Holdings Limited
Notes to the Financial Statements for the Year Ended 30 September 2024 (continued)
Summary of transactions with other related parties
A farming partnership in which close family members of the director are partners. Sale of the dairy herd to the farming partnership during the year and subsequent commencement of share farming agreement in which the farming partnership receives a percentage of monthly gross milk sales output.
A company under significant influence from the director. The provision of finance facilities from the company.
Income and receivables from related parties
2024 |
Other related parties |
Sale of property or other assets |
|
Amounts receivable from related party |
|
|
Expenditure with and payables to related parties
2024 |
Joint ventures |
Key management |
Other related parties |
Rendering of services |
|
- |
|
Leases |
- |
- |
|
|
- |
|
|
Amounts payable to related party |
|
|
- |
|
2023 |
Joint ventures |
Other related parties |
Rendering of services |
|
- |
Leases |
- |
|
|
|
|
Amounts payable to related party |
|
- |
|
Loans from related parties
2024 |
Other related parties |
Total |
At start of period |
|
|
Advanced |
|
|
At end of period |
|
|
|
GFGB Holdings Limited
Notes to the Financial Statements for the Year Ended 30 September 2024 (continued)
2023 |
Other related parties |
Total |
At start of period |
|
|
At end of period |
|
|
|
Terms of loans from related parties
Company
Summary of transactions with subsidiaries
Branton East Side Limited Land and buildings held by GFGB Holdings Limited have been let out to subsidiary undertaking Branton East Side Limited at nil cost. |
Expenditure with and payables to related parties
2024 |
Key management |
Amounts payable to related party |
|
|
Financial instruments |
Group and company
Categorisation of financial instruments
2024 |
2023 |
|
Financial assets measured at fair value through profit or loss |
|
|
Financial assets measured at fair value
Listed equity shares
Traded equity shares have been valued at a quoted market price in an active market.
The fair value is £5,192,553 (2023 - £3,910,332) and the change in value included in profit or loss is £1,282,221 (2023 - £225,095).
Ultimate controlling party |
The ultimate controlling party is David George Barnes.