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Registered number: 00955809










FRESH PRODUCE PARTNERS LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 SEPTEMBER 2024

 
FRESH PRODUCE PARTNERS LIMITED
 
 
COMPANY INFORMATION


Directors
P Beaumont 
J P Beynon 
J Dowding 
M North 
S Francis 
K Sands 




Registered number
00955809



Registered office
14th Floor
33 Cavendish Square

London

W1G 0PW




Independent auditors
Old Mill Audit Limited

Unit 2, Greenways Business Park

Bellinger Close

Chippenham

Wiltshire

England

SN15 1BN





 
FRESH PRODUCE PARTNERS LIMITED
 

CONTENTS



Page
Strategic Report
1 - 3
Directors' Report
4 - 5
Independent Auditors' Report
6 - 9
Statement of Comprehensive Income
10
Balance Sheet
11
Statement of Changes in Equity
12
Notes to the Financial Statements
13 - 25


 
FRESH PRODUCE PARTNERS LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024

Introduction
 
The directors present their strategic report, which is followed by the directors' report, together with the audited
financial statements for the year ended 30 September 2024 for Fresh Produce Partners Limited.

Business review
 
Fresh Produce Partners (“FPP”)(“the Company”) is a leading supplier of fresh produce to retail, food service, and wholesale markets across the UK. The Company sources products from both UK and international growers, with packing operations managed through Group facilities or third-party UK partners. Since its inception in November 2021, FPP has experienced rapid growth, driven by a diverse customer base and strong operational capabilities.
The UK fresh produce market continues to evolve as consumers demand higher quality, convenience, and sustainability.  Adverse and unpredictable weather patterns both in the UK and key international supply regions (Spain, Morocco, and South Africa) continue to be a pressure on the sector as a whole impacting crop availability and costs during the year.  Drought conditions, hailstorms, heavy rainfall, and severe wind disruption have affected growing cycles and caused significant delays to shipping.  FPP mitigated these risks wherever possible through proactive supply chain planning, diversification of supply sources, and close collaboration with growers to ensure continuity.
During the period, FPP successfully completed the acquisition of The Fruit Firm Limited. All employees across both entities were retained, and integration efforts have largely focused on system and process alignment to support long-term scalability, improved service delivery and growth aspirations.
FPP has secured several long-term supply contracts during the year, providing revenue stability and a foundation for strategic growth and investment. These agreements have allowed the Company to enhance workforce capabilities and invest in facilities and technology to ensure consistent quality and scalability to meet increasing demand.
FPP is committed to sustainable and ethical operations, guided by three key pillars:
 
Product: Active initiatives to reduce plastic packaging and food waste across the supply chain.
 
Planet: Progress toward Net Zero emissions and improved water management, in line with Group-wide environmental goals.
 
People: Investment in employee development, inclusive practices, and adherence to ethical trade standards.

FPP’s emphasis on sustainability, traceability, regulatory compliance and flexible sourcing, positions it well to meet these evolving consumer expectations.
Looking ahead, FPP has a clear strategic roadmap for continued expansion and operational excellence.  The Company has recently secured a major new contract with a leading UK grocery retailer, which is expected to drive significant volume growth in the coming year. This contract recognises FPP’s strong grower partnerships, service, quality, and focus on customer requirements.
 
Page 1

 
FRESH PRODUCE PARTNERS LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024

FPP enters the new financial year in a strong position. With a robust customer base, expanded operational capacity, and a clear sustainability strategy, the Company is well-placed to deliver continued profitable growth. Strategic investments in systems, people, and partnerships will enable FPP to remain agile and responsive in a dynamic and challenging market environment.

Principal risks and uncertainties
 
The directors consider the principal risk to the company to be the impact on the supply chain due to climate change.
The Company's financial instruments principally comprise of trade debtors, cash at bank, trade creditors and intercompany loan facilities, the main purpose of which is to finance the company's operations. In addition, the Company has various other financial assets and liabilities arising directly from operations. It is, and has been throughout the year under review, the Company's policy that there should be no speculative trading in financial instruments shall be undertaken.
The main risks arising from the Company's financial instruments are liquidity, credit and foreign currency risk. The Board reviews and agrees policies for managing each of these risks and they are summarised below. These policies have remained unchanged throughout the period.

Liquidity risk
The Company manages its cash requirements to ensure the company has sufficient liquid resources to meet the operating needs of the business.
 

Credit risk
All debtors are subject to credit verification procedures by the Board. Debtors are reviewed on a regular basis and provisions are made for doubtful debts when necessary.
Foreign Currency risk
The Company is exposed to exchange rate fluctuations particularly where goods are purchased in Euros and USD. This is largely managed through hedging via use of currency forward contracts.

Financial key performance indicators
 
The key performance indicators of the Company are turnover, gross profit, profit before tax and net assets. A brief analysis of these is shown below:


2024
2023
        £
        £

Turnover

35,053,335

14,649,721

Loss before tax

(133,265)

(825,695)

Net assets

2,308,066

2,420,331


Page 2

 
FRESH PRODUCE PARTNERS LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024


This report was approved by the board on 26 June 2025 and signed on its behalf.



P Beaumont
Director

Page 3

 
FRESH PRODUCE PARTNERS LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024

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

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Company's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

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

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

Principal activity

The principal activity of the company is that of importer and wholesalers of fruit.

Results and dividends

The loss for the year, after taxation, amounted to £137,265 (2023 - loss £825,695).

The directors do not propose the payment of a dividend.
The directors have highlighted in the strategic report on pages 1 - 2, a review of the current year results, future outlook expectations, risks and key performance indicators for the Company. 

Directors

The directors who served during the year were:

P Beaumont 
J P Beynon 
N Laister (resigned 22 April 2024)
J Dowding (appointed 17 November 2023)
M North (appointed 17 November 2023)
S Francis (appointed 22 April 2024)
K Sands (appointed 22 April 2024)
D Price (resigned 16 September 2024)

Page 4

 
FRESH PRODUCE PARTNERS LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Post balance sheet events

There have been no significant events affecting the Company since the year end.

Auditors

During the year, the company appointed Old Mill Audit Limited as auditors, who will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 





P Beaumont
Director
Date: 26 June 2025

Page 5

 
FRESH PRODUCE PARTNERS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FRESH PRODUCE PARTNERS LIMITED
 

Opinion


We have audited the financial statements of Fresh Produce Partners Limited (the 'Company') for the year ended 30 September 2024, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe 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 Company's affairs as at 30 September 2024 and of its loss 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


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 Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


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


Page 6

 
FRESH PRODUCE PARTNERS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FRESH PRODUCE PARTNERS LIMITED (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual ReportOur 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.


Opinion on other matters 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 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.


Matters on which we are required to report by exception
 

In the light of the 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 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, or returns adequate for our audit have not been received from branches not visited by us; or
the 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 set out on page 4, 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 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.


Page 7

 
FRESH PRODUCE PARTNERS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FRESH PRODUCE PARTNERS LIMITED (CONTINUED)


Auditors' 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 Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.


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

We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates, and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud. We designed audit procedures to respond to the risk, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.
We focused on laws and regulations which could give rise to a material misstatement in the financial statements, including, but not limited to, the Companies Act 2006 and UK tax legislation. We recognised specific food safety standards, external customer accreditations, environmental, health and safety standards to be significant laws and regulations to adhere to. Our tests included: 
- Agreeing the financial statement disclosures to underlying supporting documentation.
- Enquiries of management and those charged with governance.
- Review of meeting minutes
There are inherent limitations in the audit procedures described above and, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. We did not identify any key audit matters relating to irregularities, including fraud. As in all our audits, we also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.
 


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.
 
Page 8

 
FRESH PRODUCE PARTNERS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FRESH PRODUCE PARTNERS LIMITED (CONTINUED)




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 2006Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.





Matthew Jeffery BSc ACA 
Senior Statutory Auditor
for and on behalf of
Old Mill Audit Limited
Statutory Auditor
 
Unit 2, Greenways Business Park
Bellinger Close
Chippenham
Wiltshire
England
SN15 1BN

26 June 2025
Page 9

 
FRESH PRODUCE PARTNERS LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2024
2023
£
£

  

Turnover
 4 
35,053,335
14,649,721

Cost of sales
  
(32,480,615)
(14,462,448)

Gross profit
  
2,572,720
187,273

Administrative expenses
  
(2,763,229)
(1,052,786)

Operating loss
 5 
(190,509)
(865,513)

Interest receivable and similar income
 9 
57,244
40,081

Interest payable and similar expenses
 10 
-
(263)

Loss before tax
  
(133,265)
(825,695)

Tax on loss
 11 
(4,000)
-

Loss for the year
  
(137,265)
(825,695)

There was no other comprehensive income for 2024 (2023:£NIL).

The notes on pages 13 to 25 form part of these financial statements.

Page 10

 
FRESH PRODUCE PARTNERS LIMITED
REGISTERED NUMBER: 00955809

BALANCE SHEET
AS AT 30 SEPTEMBER 2024

2024
2023
Note
£
£

Fixed assets
  

Intangible assets
 12 
1,557,504
-

Tangible assets
 13 
68,516
18,413

Investments
 14 
126,923
-

  
1,752,943
18,413

Current assets
  

Stocks
 15 
212,879
48,930

Debtors: amounts falling due within one year
 16 
6,002,522
2,707,251

Cash at bank and in hand
  
1,045,771
3,009,104

  
7,261,172
5,765,285

Creditors: amounts falling due within one year
 17 
(6,331,049)
(3,363,367)

Net current assets
  
 
 
930,123
 
 
2,401,918

Total assets less current liabilities
  
2,683,066
2,420,331

Creditors: amounts falling due after more than one year
 18 
(375,000)
-

  

Net assets
  
2,308,066
2,420,331


Capital and reserves
  

Called up share capital 
 19 
125,000
100,000

Profit and loss account
 21 
2,183,066
2,320,331

  
2,308,066
2,420,331


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 26 June 2025.



P Beaumont
Director

The notes on pages 13 to 25 form part of these financial statements.

Page 11

 
FRESH PRODUCE PARTNERS LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2024


Called up share capital
Profit and loss account
Total equity

£
£
£

At 1 October 2022
100,000
3,146,026
3,246,026


Comprehensive income for the year

Loss for the year
-
(825,695)
(825,695)


At 1 October 2023
100,000
2,320,331
2,420,331


Comprehensive income for the year

Loss for the year
-
(137,265)
(137,265)

Shares issued during the year
25,000
-
25,000


At 30 September 2024
125,000
2,183,066
2,308,066


The notes on pages 13 to 25 form part of these financial statements.


 

Page 12

 
FRESH PRODUCE PARTNERS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

1.


General information

The company is a private company limited by shares, and is incorporated in England and Wales. The address of its registered office is 14th Floor, 33 Cavendish Square, London, W1G 0PW. The principal
trading address is units 36 & 39, 40 West, Churchill Square, Kings Hill, West Malling, ME19 4YU.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

 
2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Terradace Holdings Limited as at as at 30 September 2024 and these financial statements may be obtained from 14th Floor, 33 Cavendish Square, London, W1G 0PW.

  
2.3

Exemption from preparing consolidated financial statements

The Company is a parent company that is also a subsidiary included in the consolidated financial
statements of a larger group by a parent undertaking established under the law of any part of the
United Kingdom and is therefore exempt from the requirement to prepare consolidated financial
statements under section 400 of the Companies Act 2006.

 
2.4

Turnover

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. Turnover is recognised when goods have been dispatched. 

Page 13

 
FRESH PRODUCE PARTNERS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2.Accounting policies (continued)

 
2.5

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Statement of Comprehensive Income over its useful economic life.
At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 The estimated useful lives range as follows:

Goodwill
-
10
years

 
2.6

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

The estimated useful lives range as follows:

Fixtures and fittings
-
3 years
Computer equipment
-
3 years

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.7

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.8

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis.

Page 14

 
FRESH PRODUCE PARTNERS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2.Accounting policies (continued)

 
2.9

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 90 days.

 
2.10

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the Company's Balance Sheet when the Company becomes party to the contractual provisions of the instrument.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.


Other financial instruments

Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.

Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis
Page 15

 
FRESH PRODUCE PARTNERS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2.Accounting policies (continued)


2.10
Financial instruments (continued)

as with a documented risk management or investment strategy.

 
2.11

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

 
2.12

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.13

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.

 
2.14

Interest income

Interest income is recognised in profit or loss using the effective interest method.

Page 16

 
FRESH PRODUCE PARTNERS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2.Accounting policies (continued)

 
2.15

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

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

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.


  
2.16

Forward contracts

The Company uses derivative financial instruments, in particular forward currency contracts, to manage the financial risks associated with the Company's activitities and the financing of those activities. The Company does not undertake any speculative trading activities in financial instruments. 
Forward exchange contracts are used to hedge foreign exchange exposures arising on forecast payments in foreign currencies. At maturity or settlement, gains and losses are taken to the profit and loss account. 
At each period end forward exchange contracts are fair valued by comparing the position of the contract to the fair value. Gains or losses are taken to the profit and loss account. 

Page 17

 
FRESH PRODUCE PARTNERS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
The company makes estimates and assumptions concerning the future. Actual results may differ from these estimates. 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.
The directors consider there to be no significant areas of judgements or key sources of estimation uncertainty other than amortisation of goodwill.


4.


Turnover

The whole of the turnover is attributable to the company's principal activity.

All turnover arose within the United Kingdom.


5.


Operating loss

The operating loss is stated after charging:

2024
2023
£
£

Depreciation
27,222
1,886

Foreign exchange differences
(5,515)
13,919

Amortisation
149,350
-




6.


Auditors' remuneration

During the year, the Company obtained the following services from the Company's auditors:


2024
2023
£
£

Fees payable to the Company's auditors for the audit of the Company's financial statements
14,000
4,000

Page 18

 
FRESH PRODUCE PARTNERS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

7.


Employees

Staff costs, including directors' remuneration, were as follows:


2024
2023
£
£

Wages and salaries
1,713,083
679,558

Social security costs
155,796
73,576

Cost of defined contribution scheme
73,179
22,421

1,942,058
775,555


The average monthly number of employees, including the directors, during the year was as follows:


        2024
        2023
            No.
            No.







Management and administration
6
6



Technical, procurement and sales
13
6

19
12


8.


Directors' remuneration

2024
2023
£
£

Directors' emoluments
513,313
-

Company contributions to defined contribution pension schemes
19,979
-

533,292
-


During the year retirement benefits were accruing to 2 directors (2023 - NIL) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £343,146 (2023 - £NIL).

The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £11,479 (2023 - £NIL).


9.


Interest receivable

2024
2023
£
£


Bank interest receivable
57,244
40,081

Page 19

 
FRESH PRODUCE PARTNERS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

10.


Interest payable and similar expenses

2024
2023
£
£


Bank interest payable
-
263


11.


Taxation


2024
2023
£
£

Corporation tax


Current tax on profits for the year
4,000
-



Tax on loss
4,000
-

Factors affecting tax charge for the year

The tax assessed for the year is higher than (2023 - higher than) the standard rate of corporation tax in the UK of 25% (2023 - 22%). The differences are explained below:

2024
2023
£
£


Loss on ordinary activities before tax
(133,265)
(825,695)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 22%)
(33,316)
(181,653)

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
438
2,687

Capital allowances for year in excess of depreciation
(12,526)
(4,067)

Goodwill amortisation
37,337
-

Short-term timing difference leading to an increase (decrease) in taxation
9,863
757

Other differences leading to an increase (decrease) in the tax charge
4,000
-

Group relief
(1,796)
182,276

Total tax charge for the year
4,000
-


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 20

 
FRESH PRODUCE PARTNERS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

12.


Intangible assets




Goodwill

£



Cost


Additions
1,706,854



At 30 September 2024

1,706,854



Amortisation


Charge for the year 
149,350



At 30 September 2024

149,350



Net book value



At 30 September 2024
1,557,504



At 30 September 2023
-

Following the acquisition of The Fruit Firm Limited, its underlying trade and assets were hived up to Fresh Produce Partners Limited. Goodwill has been recognised in accordance with FRS 102 Section 19.



Page 21

 
FRESH PRODUCE PARTNERS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

13.


Tangible fixed assets





Fixtures and fittings
Computer equipment
Total

£
£
£



Cost


At 1 October 2023
7,037
13,262
20,299


Additions
9,932
67,393
77,325



At 30 September 2024

16,969
80,655
97,624



Depreciation


At 1 October 2023
391
1,495
1,886


Charge for the year on owned assets
5,164
22,058
27,222



At 30 September 2024

5,555
23,553
29,108



Net book value



At 30 September 2024
11,414
57,102
68,516



At 30 September 2023
6,646
11,767
18,413

Page 22

 
FRESH PRODUCE PARTNERS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

14.


Fixed asset investments





Investments in subsidiary companies

£



Cost


Additions
126,923



At 30 September 2024
126,923





Subsidiary undertaking


The following was a subsidiary undertaking of the Company:

Name

Principal activity

Class of shares

Holding

The Fruit Firm Limited
Importers and wholesalers of fruit
Ordinary
100%

Following the acquisition, the operations of The Fruit Firm Limited have now been taken over by the
Company and subsequent to the year end The Fruit Firm Limited has been dissolved.


15.


Stocks

2024
2023
£
£

Finished goods and goods for resale
212,879
48,930


Page 23

 
FRESH PRODUCE PARTNERS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

16.


Debtors

2024
2023
£
£


Trade debtors
5,465,209
2,567,006

Amounts owed by group undertakings
462,075
91,049

Other debtors
-
8,997

Called up share capital not paid
25,000
-

Prepayments and accrued income
50,238
40,199

6,002,522
2,707,251



17.


Creditors: Amounts falling due within one year

2024
2023
£
£

Trade creditors
4,772,857
3,101,096

Amounts owed to group undertakings
323,095
-

Corporation tax
4,000
-

Other taxation and social security
49,192
6,310

Other creditors
447,216
10,485

Accruals and deferred income
734,689
245,476

6,331,049
3,363,367



18.


Creditors: Amounts falling due after more than one year

2024
2023
£
£

Other creditors
375,000
-



19.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



100,000 (2023 - 100,000) Ordinary shares of £1.00 each
100,000
100,000
25,000 (2023 - NIL) A Ordinary shares of £1.00 each
25,000
0

125,000

100,000


Page 24

 
FRESH PRODUCE PARTNERS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

19.Share capital (continued)

During the year, company has alloted and issued 25,000 A Ordinary shares with an aggregate nominal value of £25,000 and the consideration remains unpaid at the year end. 
The shares rank pari passu, apart from the A Ordinary shares have no voting rights and each share class are only entitled to prescribed capital amounts.


20.


Financial guarantee

At the balance sheet date the company had entered into group bank cross guarantees in respect of loans
and overdrafts. At the balance sheet date the total group facility amounted to £28,110,643 (2023 -  £22,365,304).


21.


Reserves

Profit and loss account

This comprises profits available for distribution.


22.Other financial commitments

The company has entered into forward currency contracts amounting to £2,960,288 (2023 - £780,921) as at the balance sheet date. 


23.


Related party transactions

During the year packaging and produce services of £2,670,627 were purchased from fellow subsidiary undertakings. 
During the year commission fees of £77,177 were charged to a fellow subsidiary undertaking.
At the year end, included in trade creditors is an amount of £722,537 (2023 - £1,061) due from fellow subsidiary undertakings.
At the year end, included in trade debtors is an amount of £25,200 (2023 - £7,085) due from fellow subsidiary undertakings.


24.


Controlling party

Terradace Holdings Limited is considered to be the company's immediate and ultimate parent
undertaking in both the current and prior years.
P Beaumont is considered to be the ultimate controlling party by virtue of his shareholding in Terradace
Holdings Limited during current and prior years.
The results of the company are included within the consolidated accounts of Terradace Holdings Limited
which are available to public and may be obtained from 14th Floor, 33 Cavendish Square, London, W1G
0PW.

 
Page 25