Company Registration No. 07358378 (England and Wales)
Food Freshness Technology Holdings Limited
Annual report and
group financial statements
for the year ended 31 December 2024
Pages for filing with registrar
Food Freshness Technology Holdings Limited
Contents
Page
Group statement of financial position
1
Company statement of financial position
2
Group statement of changes in equity
3
Company statement of changes in equity
4
Notes to the financial statements
5 - 15
Food Freshness Technology Holdings Limited
Group statement of financial position
As at 31 December 2024
31 December 2024
1
2024
2023
as restated
Notes
£
£
£
£
Fixed assets
Tangible assets
4
56,671
58,928
Current assets
Stocks
763,812
665,861
Debtors
7
471,658
566,933
Cash at bank and in hand
1,883,318
4,231,239
3,118,788
5,464,033
Creditors: amounts falling due within one year
8
(484,346)
(539,136)
Net current assets
2,634,442
4,924,897
Total assets less current liabilities
2,691,113
4,983,825
Creditors: amounts falling due after more than one year
9
(27,296)
-
Net assets
2,663,817
4,983,825
Capital and reserves
Called up share capital
11
2,228
2,228
Share premium account
36,884,369
36,884,369
Other reserves
12
153,442
78,425
Profit and loss reserves
(34,376,222)
(31,981,197)
Total equity
2,663,817
4,983,825

The directors of the group have elected not to include a copy of the income statement within the financial statements.

These financial statements have been prepared in accordance with the provisions applicable to groups and companies subject to the small companies regime.

The financial statements were approved by the board of directors and authorised for issue on 1 August 2025 and are signed on its behalf by:
01 August 2025
G Ellis
Director
Company registration number 07358378 (England and Wales)
Food Freshness Technology Holdings Limited
Company statement of financial position
As at 31 December 2024
31 December 2024
2
2024
2023
as restated
Notes
£
£
£
£
Fixed assets
Investments
5
902,020
848,735
Current assets
Cash at bank and in hand
1,145,744
3,534,907
Creditors: amounts falling due within one year
8
(23,339)
(53,521)
Net current assets
1,122,405
3,481,386
Total assets less current liabilities
2,024,425
4,330,121
Creditors: amounts falling due after more than one year
9
(27,296)
-
Net assets
1,997,129
4,330,121
Capital and reserves
Called up share capital
11
2,228
2,228
Share premium account
36,884,369
36,884,369
Other reserves
153,442
100,157
Profit and loss reserves
(35,042,910)
(32,656,633)
Total equity
1,997,129
4,330,121

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £2,386,277 (2023 - £3,080,612 loss).

These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the board of directors and authorised for issue on 1 August 2025 and are signed on its behalf by:
01 August 2025
G Ellis
Director
Company registration number 07358378 (England and Wales)
Food Freshness Technology Holdings Limited
Group statement of changes in equity
For the year ended 31 December 2024
3
Share capital
Share premium account
Capital distribution reserve
Currency translation reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
£
As restated for the period ended 31 December 2023:
Balance at 1 January 2023
1,576
30,267,735
29,836
-
0
(29,868,849)
430,298
Year ended 31 December 2023:
Loss for the year
-
-
-
-
(2,112,348)
(2,112,348)
Other comprehensive income:
Currency translation differences
-
-
-
(21,732)
-
0
(21,732)
Total comprehensive income
-
-
-
(21,732)
(2,112,348)
(2,134,080)
Issue of share capital
11
652
-
0
-
-
-
652
Other movements
-
6,616,634
70,321
-
-
6,686,955
Balance at 31 December 2023
2,228
36,884,369
100,157
(21,732)
(31,981,197)
4,983,825
Year ended 31 December 2024:
Loss for the year
-
-
-
-
(2,369,951)
(2,369,951)
Other comprehensive income:
Currency translation differences
-
-
-
-
0
(3,342)
(3,342)
Total comprehensive income
-
-
-
-
(2,373,293)
(2,373,293)
Transfers
-
-
-
21,732
(21,732)
-
Other movements
-
-
53,285
-
-
53,285
Balance at 31 December 2024
2,228
36,884,369
153,442
-
0
(34,376,222)
2,663,817
Food Freshness Technology Holdings Limited
Company statement of changes in equity
For the year ended 31 December 2024
4
Share capital
Share premium account
Capital distribution reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
As restated for the period ended 31 December 2023:
Balance at 1 January 2023
1,576
30,267,735
29,836
(29,576,021)
723,126
Year ended 31 December 2023:
Loss and total comprehensive income for the year
-
-
-
(3,080,612)
(3,080,612)
Issue of share capital
11
652
-
0
-
-
652
Other movements
-
6,616,634
70,321
-
6,686,955
Balance at 31 December 2023
2,228
36,884,369
100,157
(32,656,633)
4,330,121
Year ended 31 December 2024:
Profit and total comprehensive income
-
-
-
(2,386,277)
(2,386,277)
Other movements
-
-
53,285
-
53,285
Balance at 31 December 2024
2,228
36,884,369
153,442
(35,042,910)
1,997,129
Food Freshness Technology Holdings Limited
Notes to the group financial statements
For the year ended 31 December 2024
5
1
Accounting policies
Company information

Food Freshness Technology Holdings Limited (“the company”) is a private company, limited by shares, incorporated in England and Wales (registered number - 07358378). The registered office is 19d Cobbett Road, Burntwood Business Park, Burntwood, England, WS7 3GL.

 

The group consists of Food Freshness Technology Holdings Limited and all of its subsidiaries.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The functional currency of the group is US Dollars which is different to the presentational currency which is Pound sterling.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Business combinations

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries are accounted for at cost less impairment.

 

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company; Food Freshness Technology Holdings Limited, together with all entities controlled by the parent company (its subsidiaries).

 

All financial statements are made up to 31 December 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

Food Freshness Technology Holdings Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2024
1
Accounting policies (continued)
6
1.4
Going concern

As part of the preparation of these financial statements, the directors have considered the appropriateness of adopting the going concern basis of accounting, having regard to the group's financial position and expected obligations.

The company is a non-trading holding entity and does not generate revenue through operating activities. Its principal function is to hold investments in and provide funding to its subsidiary undertakings, which carry out the commercial operations of the wider group.

The group has continued to report losses of £2,373,293 (2023 - £2,134,080) and has a surplus on shareholders’ funds of £2,663,817 (2023 - £4,983,825) at 31 December 2024.

The group's ability to meet its obligations as they fall due is dependent on the continued support of its shareholders and/or the ability of the trading subsidiaries to generate sufficient cash flows to provide intercompany funding where necessary.

The directors have prepared forecasts and cash flow projections covering at least 12 months from the date of approval of these financial statements. These forecasts demonstrate that the group will require additional funding during the period, which is expected to be met through further capital injections from existing investors.

The directors note the ongoing dialogue with the shareholder base, who have historically provided timely and adequate financial support, and have indicated their intention to continue to do so as required.

On this basis, the directors have a reasonable expectation that the group will have adequate financial resources to meet its liabilities as they fall due for the foreseeable future. Nevertheless, as this future funding is not committed at the date of approval of these financial statements, this constitutes a material uncertainty which may cast significant doubt on the group's ability to continue as a going concern.

1.5
Turnover

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

1.6
Research and development expenditure

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

1.7
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Leasehold land and buildings
Straight line over 5 years
Plant and equipment
Straight line over 2 to 5 years
Fixtures and fittings
Straight line over 5 to 10 years
Computer equipment
Straight line over 3 years

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the income statement.

Food Freshness Technology Holdings Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2024
1
Accounting policies (continued)
7
1.8
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.9
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.10
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, freight costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.11
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash at bank and in hand.

Food Freshness Technology Holdings Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2024
1
Accounting policies (continued)
8
1.12
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the group's statement of financial position when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of 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 group after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans and loans from fellow group companies are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

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

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.13
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

Food Freshness Technology Holdings Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2024
1
Accounting policies (continued)
9
1.14
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Where items recognised in other comprehensive income or equity are chargeable to or deductible for tax purposes, the resulting current or deferred tax expense or income is presented in the same component of comprehensive income or equity as the transaction or other event that resulted in the tax expense or income. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.15
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.16
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.17
Share-based payments

Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each Statement of Financial Position date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.

 

The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the group keeping the scheme open or the employee maintaining any contributions required by the scheme).

Food Freshness Technology Holdings Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2024
1
Accounting policies (continued)
10

Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.

1.18
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

1.19
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

2
Critical accounting judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Bad and doubtful debts

The group has recognised provisions for bad and doubtful debts on its trade debtors of £6,865 (2023: £nil) and on its group debtors of £71,787,412 (2023: £66,948,625). This is based on an assessment of ageing and due date of receivables and other risk indicators. The judgement of management is then applied to provide for debts which are no longer considered recoverable.

Investments

The Company considers whether investments in subsidiary undertakings are impaired. Where an indication of impairment is identified the estimation of recoverable value requires estimation of the future cash flows and net asset values from the subsidiary undertaking at a discounted rate. The judgment of management is used in determining an appropriate discount rate to be applied.

Stock provision

The company has recognised provisions on stock of £nil (2023: £19,285). The stock provision is based on a review of unbranded stock items. Stocks identified as having no or nominal consideration are measured at the lower of cost and net realisable value.

Food Freshness Technology Holdings Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2024
11
3
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
Total
18
13
-
0
-
0
4
Tangible fixed assets
Group
Land and buildings
Plant and machinery etc
Total
£
£
£
Cost
At 1 January 2024
178,135
432,101
610,236
Additions
-
0
23,351
23,351
Disposals
(11,416)
(178,857)
(190,273)
Foreign exchange
905
-
0
905
At 31 December 2024
167,624
276,595
444,219
Depreciation and impairment
At 1 January 2024
178,135
373,173
551,308
Depreciation charged in the year
-
0
25,608
25,608
Eliminated in respect of disposals
(11,416)
(178,857)
(190,273)
Foreign exchange
905
-
0
905
At 31 December 2024
167,624
219,924
387,548
Carrying amount
At 31 December 2024
-
0
56,671
56,671
At 31 December 2023
-
0
58,928
58,928
The company had no tangible fixed assets at 31 December 2024 or 31 December 2023.
Food Freshness Technology Holdings Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2024
12
5
Fixed asset investments
Group
Company
2024
2023
2024
2023
£
£
£
£
-
0
-
0
902,020
848,735
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2024
848,735
Additions
53,285
At 31 December 2024
902,020
Carrying amount
At 31 December 2024
902,020
At 31 December 2023
848,735
6
Subsidiaries

Details of the company's subsidiaries at 31 December 2024 are as follows:

Name of undertaking
Registered office
Nature of business
Class of shares held
% Held
Direct
Indirect
Food Freshness Technology Limited
1
Intermediate holding company
Ordinary
100.00
-
It's Fresh Limited
1
Manufacturing
Ordinary
-
100.00
It's Fresh Incorporated
2
Manufacturing
Ordinary
-
100.00
Food Freshness Technology (Pty) Ltd
3
Distribution
Ordinary
-
100.00
It's Fresh SpA
4
Distribution
Ordinary
-
100.00

The registered office for 1 above is: 19d Cobbett Road, Burntwood Business Park, Burntwood, England, WS7 3GL

 

The registered office for 2 above is: 12805 Hwy 55 Suite 204, Plymouth, MN , 55441, United States of America

The registered office for 3 above is: Somerset West, 7130 South Africa, 1st Floor Sunshine Tour House, South Africa

 

The registered office for 4 above is: Avenida Apoquindo 6410, oficina 605, Comuna de Las Condes, Region Metropolitana, Chile

Food Freshness Technology Holdings Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2024
13
7
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
177,116
188,162
-
0
-
0
Corporation tax recoverable
80,000
229,069
-
0
-
0
Other debtors
214,542
149,702
-
-
471,658
566,933
-
-
8
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
£
£
£
£
Bank loans
5,660
38,476
5,660
38,476
Trade creditors
79,386
48,374
-
0
-
0
Corporation tax payable
(22,964)
-
0
-
0
-
0
Other taxation and social security
228,927
259,113
-
0
-
0
Other creditors
193,337
193,173
17,679
15,045
484,346
539,136
23,339
53,521
9
Creditors: amounts falling due after more than one year
Group
Company
2024
2023
2024
2023
£
£
£
£
Bank loans and overdrafts
27,296
-
0
27,296
-
0
Amounts included above which fall due after five years are as follows:
Payable by instalments
3,186
-
3,186
-
10
Loans and overdrafts
Group
Company
2024
2023
2024
2023
£
£
£
£
Bank loans
32,956
38,476
32,956
38,476
Payable within one year
5,660
38,476
5,660
38,476
Payable after one year
27,296
-
0
27,296
-
0
Food Freshness Technology Holdings Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2024
10
Loans and overdrafts (continued)
14

Bank loans include a balance of £32,956 which relates to a HSBC Bounce Back Loan, which is repayable over 10 years at a 2.5% interest rate.

11
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 0.001p each
114,153,890
114,153,890
114
114
Deferred shares of 0.001p each
348,698,759
348,698,759
349
349
Preferred shares of 0.001p each
1,112,896,278
1,112,896,278
1,113
1,113
B Preferred shares of 0.001p each
652,337,640
652,337,640
652
652
2,228,086,567
2,228,086,567
2,228
2,228

The Ordinary shares carry voting rights and are entitled to any surplus arising on a distribution of capital on the winding up the company, after settlement of the Preferred, B Preferred shares and deferred shares.

 

The Deferred shares carry no voting rights and are entitled to any surplus arising on a distribution of capital on the winding up the company, after settlement of the Preferred and B Preferred shares.

 

The Preferred carry voting rights and are entitled to an amount equal to the value of the shares in priority arising on a distribution of capital on the winding up the company, after settlement of the B Preferred shares.

 

The B Preferred shares carry voting rights and are entitled to an amount equal to the value of the shares in priority arising on a distribution of capital on the winding up the company.

12
Capital distribution reserve

This reserve is in respect of the ESOP share options granted on 31 October 2022. The movement in reserves reflects the options exercised during the year.

 

13
Audit report information

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:

The auditor's report was unqualified.

Senior Statutory Auditor:
Diane Petit-Laurent FCA
Statutory Auditors:
Saffery LLP
Date of audit report:
1 August 2025
2025-08-01
Food Freshness Technology Holdings Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2024
15
14
Operating lease commitments
Lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:

Group
Company
2024
2023
2024
2023
£
£
£
£
65,970
1,875
-
-
15
Related party transactions

During the year the group made sales amounting to £13,875 (2023: £nil) with a company of which a director is also a director of this group. Transactions were made at arms length basis.

16
Prior period adjustment

The stock valuation at 31 December 2023 included an item of stock that was valued to include palladium when it was incorrect to do so. This resulted in stock and profit to be overstated by £87,356.

Changes to the statement of financial position - group
As previously reported
Adjustment
As restated at 31 Dec 2023
£
£
£
Current assets
Stocks
753,217
(87,356)
665,861
Capital and reserves
Profit and loss reserves
(31,893,841)
(87,356)
(31,981,197)
Changes to the income statement - group
As previously reported
Adjustment
As restated
Period ended 31 December 2023
£
£
£
Cost of sales
(718,853)
(87,356)
(806,209)
2024-12-312024-01-01falseCCH SoftwareCCH Accounts Production 2024.210No description of principal activityAdam AndersGraham EllisRowan BirdOlaf KochM L CourtK BrokelmannMr J MoutonS Hollingsworthfalsefalse073583782024-01-012024-12-3107358378bus:Consolidated2024-12-31073583782024-12-3107358378bus:Consolidated2023-12-3107358378core:LandBuildingsbus:Consolidated2024-12-3107358378core:OtherPropertyPlantEquipmentbus:Consolidated2024-12-3107358378core:LandBuildingsbus:Consolidated2023-12-3107358378core:OtherPropertyPlantEquipmentbus:Consolidated2023-12-3107358378core:ShareCapitalbus:Consolidated2024-12-3107358378core:ShareCapitalbus:Consolidated2023-12-3107358378core:SharePremiumbus:Consolidated2024-12-3107358378core:SharePremiumbus:Consolidated2023-12-3107358378core:OtherMiscellaneousReservebus:Consolidated2024-12-3107358378core:OtherMiscellaneousReservebus:Consolidated2023-12-3107358378core:ShareCapital2024-12-3107358378core:ShareCapital2023-12-3107358378core:SharePremium2024-12-3107358378core:SharePremium2023-12-3107358378core:OtherMiscellaneousReserve2024-12-3107358378core:OtherMiscellaneousReserve2023-12-3107358378core:RetainedEarningsAccumulatedLosses2024-12-3107358378core:ShareCapitalbus:Consolidated2022-12-3107358378core:SharePremiumbus:Consolidated2022-12-3107358378core:ForeignCurrencyTranslationReservebus:Consolidated2022-12-3107358378core:RetainedEarningsAccumulatedLossesbus:Consolidated2022-12-3107358378core:ForeignCurrencyTranslationReservebus:Consolidated2023-12-3107358378core:RetainedEarningsAccumulatedLossesbus:Consolidated2023-12-3107358378core:ForeignCurrencyTranslationReservebus:Consolidated2024-12-3107358378core:RetainedEarningsAccumulatedLossesbus:Consolidated2024-12-3107358378core:ShareCapital2022-12-3107358378core:SharePremium2022-12-3107358378core:RetainedEarningsAccumulatedLosses2022-12-3107358378core:RetainedEarningsAccumulatedLosses2023-12-3107358378bus:Director22024-01-012024-12-31073583782023-12-3107358378core:ForeignCurrencyTranslationReservebus:Consolidated2023-01-012023-12-3107358378core:RetainedEarningsAccumulatedLossesbus:Consolidated2023-01-012023-12-3107358378core:ForeignCurrencyTranslationReservebus:Consolidated2024-01-012024-12-3107358378core:RetainedEarningsAccumulatedLossesbus:Consolidated2024-01-012024-12-3107358378core:ShareCapitalbus:Consolidated2023-01-012023-12-3107358378core:SharePremiumbus:Consolidated2023-01-012023-12-3107358378bus:Consolidated2023-01-012023-12-3107358378core:ShareCapital2023-01-012023-12-3107358378core:SharePremium2023-01-012023-12-31073583782023-01-012023-12-3107358378core:LandBuildingscore:LongLeaseholdAssets2024-01-012024-12-3107358378core:PlantMachinery2024-01-012024-12-3107358378core:FurnitureFittings2024-01-012024-12-3107358378core:ComputerEquipment2024-01-012024-12-3107358378core:LandBuildingsbus:Consolidated2023-12-3107358378core:OtherPropertyPlantEquipmentbus:Consolidated2023-12-3107358378bus:Consolidated2023-12-3107358378core:LandBuildingsbus:Consolidated2024-01-012024-12-3107358378core:OtherPropertyPlantEquipmentbus:Consolidated2024-01-012024-12-3107358378bus:Consolidated2024-01-012024-12-3107358378core:WithinOneYearbus:Consolidated2024-12-3107358378core:WithinOneYearbus:Consolidated2023-12-3107358378core:CurrentFinancialInstrumentscore:WithinOneYear2024-12-3107358378core:CurrentFinancialInstrumentscore:WithinOneYear2023-12-3107358378core:Non-currentFinancialInstrumentscore:AfterOneYearbus:Consolidated2024-12-3107358378core:Non-currentFinancialInstrumentscore:AfterOneYearbus:Consolidated2023-12-3107358378core:Non-currentFinancialInstrumentscore:AfterOneYear2024-12-3107358378core:Non-currentFinancialInstrumentscore:AfterOneYear2023-12-3107358378core:CurrentFinancialInstrumentscore:WithinOneYearbus:Consolidated2024-12-3107358378core:CurrentFinancialInstrumentscore:WithinOneYearbus:Consolidated2023-12-3107358378core:CurrentFinancialInstrumentsbus:Consolidated2024-12-3107358378core:CurrentFinancialInstrumentsbus:Consolidated2023-12-3107358378core:CurrentFinancialInstruments2024-12-3107358378core:CurrentFinancialInstruments2023-12-3107358378bus:PrivateLimitedCompanyLtd2024-01-012024-12-3107358378bus:SmallCompaniesRegimeForAccounts2024-01-012024-12-3107358378bus:FRS1022024-01-012024-12-3107358378bus:Audited2024-01-012024-12-3107358378bus:ConsolidatedGroupCompanyAccounts2024-01-012024-12-3107358378bus:Director12024-01-012024-12-3107358378bus:Director32024-01-012024-12-3107358378bus:Director42024-01-012024-12-3107358378bus:Director52024-01-012024-12-3107358378bus:Director62024-01-012024-12-3107358378bus:Director72024-01-012024-12-3107358378bus:CompanySecretary12024-01-012024-12-3107358378bus:FullAccounts2024-01-012024-12-31xbrli:purexbrli:sharesiso4217:GBP