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Registered number: 03996686










CARAVELA LIMITED

REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024




















 
CARAVELA LIMITED
 
 
Company Information


Directors
A Cadena 
G Ghiretti 
J Green 
J Hector 
M Wright 




Company secretary
A Cadena



Registered number
03996686



Registered office
3rd Floor
12 Gough Square

London

EC4A 3DW




Independent auditor
RSM UK Audit LLP
Chartered Accountants

25 Farringdon Street

London

EC4A 4AB




Bankers
HSBC
133 Regent Street

London

W1B 4HX





Cooperative Rabobank UA

Croseselaan 18

Utrecht

The Netherlands





 
CARAVELA LIMITED
 

Contents



Page
Group strategic report
 
1 - 8
Directors' report
 
9 - 17
Independent auditor's report
 
18 - 21
Consolidated statement of comprehensive income
 
22
Consolidated statement of financial position
 
23 - 24
Company statement of financial position
 
25 - 26
Consolidated statement of changes in equity
 
27 - 28
Company statement of changes in equity
 
29
Consolidated statement of cash flows
 
30 - 31
Consolidated analysis of net debt
 
32
Notes to the financial statements
 
33 - 62


 
CARAVELA LIMITED
 
 
Group strategic report
For the Year Ended 31 December 2024

The Directors present their Strategic Report for Caravela Limited (the 'Company') and its subsidiaries (together, the 'Group') for the year from 1 January 2024 to 31 December 2024 (the 'year').
 
Introduction

Caravela Limited is a green coffee company focusing exclusively on responsibly sourcing and selling high quality Latin American coffees. The Company aims to build mutually beneficial relationships between outstanding coffee producers, coffee roasters and coffee consumers, contributing to the development of a long-term sustainable coffee industry, from farm to cup.

The Company was founded in London in May 2000. In 2002, it opened its first coffee export operation in Colombia to source high quality coffee directly from small coffee producers whilst guaranteeing traceability and transparency to roasters around the world. Since then, the Company has grown into a multi-country operation with sourcing, processing, and export operations in seven Latin American countries and import operations in Australia, Europe, North America and Taiwan, thereby creating value at each step of the coffee supply chain.

Throughout the 25 years in business, Caravela has pioneered many concepts that are now commonplace in the specialty coffee industry such as grading coffee by cup quality (and not bean size), microlots, the use of GrainPro© liners for storing green and parchment coffee, vacuum packing coffee and developing better techniques for drying coffee to extend quality and shelf life, among others.

Caravela’s vision is to be the preeminent supplier of outstanding Latin American coffees to the most discerning coffee roasters throughout the globe, predicated on our unbreakable commitment to quality, professionalism, transparency, integrity, efficiency, innovation, and excellent customer service.

In April 2019 we welcomed Oikocredit Ecumenical Development Cooperative Society UA (Oikocredit) as a shareholder after purchasing Annona Sustainable Investments BV stake in the Company. Oikocredit is an experienced social investor that aims to maximise social impact while safeguarding the environment and generating fair financial returns.

The Caravela business model

Our business model is built upon five basic principles:

Direct Relationships
Education
Sustainability
Traceability
Transparency

One of the main differences between Caravela and most green coffee traders is that 100% of the coffee we source is purchased directly from individual coffee producers, most of them small and medium in size, and the totality of the coffee we sell is sold directly to coffee roasters worldwide. Our vertically integrated supply chain means that we do not work with intermediaries, neither on the buy or the sell-side, which allows us to deliver unsurpassed quality and consistency year-round and in the long-term, while being able to provide full traceability and transparency from the coffee farm to the consumer. This is what ultimately differentiates us from the rest and is the main reason why Caravela is the preferred supplier of high-quality Latin American coffee to some of the world’s most demanding and leading specialty coffee roasters.



 
Page 1

 
CARAVELA LIMITED
 

Group strategic report (continued)
For the Year Ended 31 December 2024

Another one of our differentiating factors is our focus on education to coffee producers, which is based on the firm belief that without education to producers the long-term growth of the specialty coffee industry will be limited, and coffee producer’s sustainability will be jeopardised. That is why in each of the Latin American countries where we have company-owned operations we run a grower education program called “PECA” (for the acronym of the program in Spanish: Programa de Educación a Caficultores). PECA focuses on working hand-in-hand with coffee producers with the goal of achieving higher productivity, better cup quality and higher incomes through the education of best practices. To finance the PECA program, the Company allocates 10 cents of every lb sold, which represents close to 15% of the overall company overhead.

PECA helps us work hand in hand with our farmer partners to understand the challenges they face in producing better coffees. In 2024, our team of 30 technicians and agronomists completed over 4,392 farm visits for technical advice and trained 1,518 producers on better agricultural and processing practices. To achieve this our PECA team covered close to 278,878 km with the associated emissions offset, as demonstrated through our carbon neutrality status.

We trained 1,518 producers during farm-to-farm visits, and more than 1,532 producers attended our 106 Farmer Field Schools (FFS). Overall, Caravela has a positive impact in more than 25,000 people in coffee farming communities in Latin America.  

Making an impact in the coffee world

In 2024 we worked with 2,796 small and medium sized producers in seven Latin American countries and analysed more than 18,161 individual lots. The average farm size of our producer partners is 4.8 ha.

Our team on the ground was composed of 45 quality obsessed Caravelians and 28 PECA educators. In total, 51% of our team is dedicated to helping coffee growers produce better coffee.

Over the course of the year, we paid close to USD 2.4 million in quality premiums to producers, which represents a price premium of almost 25 cents versus the Average ‘C’ Market price of 2024 or a 10% premium on top of the C market.

We invested around USD 1,800,000 in new infrastructure, machinery and equipment, including two brand new dry mills (one for Guatemala and one for Mexico).  We invested USD 260,000 in development and software in 2024. The two new dry mills were installed and started operation in late 2024. These investments will allow us to bring efficiencies and additional control to the supply chain, and to add value for both customers and farmers.

In 2024 we maintained our B-Corp certification and for the tenth straight year in a row achieving 141.7 points, which positions Caravela as an industry leader.

For further information about our impact, please visit https://caravela.coffee /our-impact

Page 2

 
CARAVELA LIMITED
 

Group strategic report (continued)
For the Year Ended 31 December 2024

Our operations

At origin, Caravela has company-owned infrastructure and export companies in Colombia, Ecuador, El Salvador, Guatemala, Mexico, Nicaragua and Peru. In each of these countries, we have multiple purchasing labs, dry mills and a full quality control, logistics and administration teams. The Company also sources coffee in Honduras but does not have its own export operations in this country.

In total, we operate in seven Latin American coffee origins, with over 220 employees, 39 purchasing points and cupping labs, more than 17,000 square meters of coffee parchment drying facilities, 5 dry processing mills (trilladoras) with state-of-the-art optical sorting equipment, a cross border farmer education program led by expert agronomists and a quality analysis team comprised of more than 31 highly trained coffee cuppers that work day in and day out with our farmers providing constant feedback and support.

On the import side, we have a team of more than twenty coffee professionals focused on sales, quality assurance, logistics and administration. Our offices are located in London (United Kingdom), Houston (USA), Sydney (Australia), Taipei (Taiwan), and Dublin (Ireland). At the end of 2024, 35% of our employees are female, distributed as follows:

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Page 3

 
CARAVELA LIMITED
 

Group strategic report (continued)
For the Year Ended 31 December 2024

Our operations (continued)

In 2024, we invoiced and delivered coffee to 360 coffee roasters in 25 countries in five continents. The coffee sold to our worldwide customers was sourced from 2,796 individual coffee producers in the seven Latin American countries where we operate, 89% of them smallholder producers that own less than five hectares of land. 

Distribution of Sales by Destination outside Latin America (based on 60-kg bags)
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During 2024 Caravela continued reshaping its management structure with the goals of improving collaboration, empowering individuals, and better responding to the changing needs of the coffee industry. Under the name “One Caravela”, this initiative emphasizes self-management across the organization.

Principal risks and uncertainties

As part of our business, we are faced with operational, quality and financial risks that the Company recognises and mitigates.

Quality risk is mitigated by our very high standards at the purchase point, as well as the work undertaken by PECA on the ground. As producers understand the importance of quality as a pre-requisite for higher prices, they themselves become quality obsessed and therefore work hard to produce the best coffee they can.  Our risk mitigation tool then is the relationship we develop with the producer as well as constant supervision at the purchase lab and the different quality controls we have implemented.

On the operational side, we face risk regarding the movement of our coffee from purchasing to our processing facilities and then onwards to customers. We measure our performance on this matter via our OTIF (On-Time In-Full) KPI.

From a financial perspective, we again face many risks regarding our exposure to futures markets, local currency movements against the US Dollar in the countries where we handle business, as well as the credit worthiness of our suppliers and customers.  We mitigate these risks by utilising financial hedging strategies such as the use of future contracts for hedging our physical coffee position, options to cover for unexpected price movements, forward currency contracts to hedge our currency exposure and trade credit insurance to protect us from the risk of non-payment by customers.

In 2024 we saw a decrease in the local differentials paid for coffee in the countries where we operate. In addition, we saw an increase in the C market prices during the year. As a result of these price movements our cost of coffee was higher than in 2023. 


Page 4

 
CARAVELA LIMITED
 

Group strategic report (continued)
For the Year Ended 31 December 2024

Caravela therefore is continuing its farmer outreach efforts through our PECA program. We expect that through market access, consistent high prices and added value to farmers we can minimise the risk of lower quality and non-delivery.

We use futures contracts to hedge almost 100% of our sales and purchases of coffee. This means that we are exposed to hedging gains or losses. There are two types of hedging gains or losses:

Realized hedging gains or losses correspond to fully fixed (buy-sell) future contract positions. In this case we have an actual cash movement that is offset by the sale of the physical inventory. As such, our current hedging losses will be compensated by the sale of the physical inventory in the future and therefore will be recovered when that inventory is sold to final customers.  The effect of those hedging losses is in effect only inter-temporary, as any losses are recouped with the sale of the physical coffee. At the same time any gains are also given back when actual coffee is sold.
Unrealized hedging on the other hand corresponds to losses or gains on contracts partially fixed (either sale or buy). Since our position is typically long (we buy a futures market when the customer price fixes) as the market moves lower, we have unrealized hedging losses. The effect of these losses is merely on asset valuation and there is no cash effect for the Company.

In 2023 we implemented hedge accounting for our coffee futures position. We can calculate the realized and unrealized gains or losses for each lot of coffee that we have under contract or that we have in inventory. We therefore only recognize the gain or loss in the Profit and Loss account when we recognize the sale of the coffee. By implementing hedge accounting we can isolate the effect of the volatility of the C market in our Profit and Loss account and have a better representation of the Company’s operating position. 

During the year, we also saw a reduction in the depreciation of Latin American currencies and a reduction in FX volatility. 

Climate Change is perhaps one of coffee’s greatest risks to our business, therefore PECA is fundamental in working together with coffee producers to provide them with the tools and the training necessary to withstand and hopefully overcome this major threat.

The EU Anti-Deforestation Regulation (EUDR) will have an impact on coffee (among other products) imports into the EU starting on 1 January 2026. Starting on this date all coffee imported into the EU must be sourced from deforestation free farms. This regulation means that importers need to have complete traceability to each of the farms where coffee is produced. In addition, the geo-location of each farm needs to be validated against deforestation data to demonstrate that the farm is deforestation free. 

Caravela has full traceability of 100% of the coffee we source. We started the process of confirming the geo-location of each farm that supplies to us with the aim of being EUDR ready by November 2025. Once this process is completed, we will be able to offer our customer coffee that complies with EUDR. 

Caravela also faces risks which are external and that may have an impact in our business, such as macroeconomic changes, political changes in the countries where we operate, changes in regulations and commerce laws, etc. While there are no ready-made tools for mitigating these risks, Management constantly works to understand our position on different fronts and to set up scenarios for risk mitigation.

Page 5

 
CARAVELA LIMITED
 

Group strategic report (continued)
For the Year Ended 31 December 2024

2024 financial report

The Directors report a good trading year, however we saw a decrease in volumes and sales. The company remained profitable during the year. USD sales decreased by 6%, our Gross Profit decreased by 2% and our EBITDA increased by 2%. 

The results for the Group are set out on the Consolidated Statement of Comprehensive Income on page 22 and have been summarised below.

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Trading conditions in 2024 were complex as C market prices continued to rise. We saw significant volatility in prices and local differentials. We also continued to see logistical delays at all Latin American ports which negatively impacted our ability to deliver on time. In addition, inflationary pressures at consumer level continue to add uncertainty on the short- and medium-term demand front.

With higher prices we are seeing how roasters are constantly trying to maintain their cost of goods sold. In some instances, we have seen roasters sacrifice quality looking for lower prices. However, we continue to attract consumers by engaging them with higher quality coffees and continuing to splurge on coffees that represent better quality. 

We remain committed to investing in our supply chain and partnering with our farmers and roasters to continue to deliver the best possible tasting coffee. Our diversified portfolio of origins and coffees give us a competitive advantage in the market and help us become strategic suppliers to our customers. 

Management continues to work with the aim of consolidating our operations throughout Latin America and becoming a “one-stop-shop” for high quality, fully traceable and sustainable coffee. We measure performance using Key Performance Indicators to track growth and profitability.

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We track our sales (in 60-kg bags) to roasters on a monthly, quarterly and annual level, and we use it to measure growth. Additionally, we measure our consolidated EBITDA and Operating profit per pound of coffee sold as these are measures of our profitability as a Group.

Page 6

 
CARAVELA LIMITED
 

Group strategic report (continued)
For the Year Ended 31 December 2024

Financial position movements

Net assets decreased by 1% from 2023 to 2024. Within the balance sheet, liabilities decreased by 0.2% reflecting better use of our credit facilities. 

Although total assets have remained relatively stable, there have been notable variances: an increase of USD 1.0 million in fixed assets as the Company invested in 2 new dry mills in Guatemala and Mexico. This increase was offset by a reduction of inventory and debtors.

The present report comprises the following companies that are part of the Caravela Group:

Caravela Coffee Australia Pacific Pty Ltd (Australia)
Caravela Coffee LLC (United States)
Caravela Colombia S.A.S (Colombia)
Caravela Guatemala S.A. (Guatemala)
Caravela Limited (UK) – parent Company
Caravela Mesoamerica S.A. de C.V. (El Salvador)
Caravela Nicaragua S.A. (Nicaragua)
Caravela Peru S.A.C (Peru)
Caravela-Ecuador S.A. (Ecuador) – previously called Ecuavirmax
Agroalimentos Caravela de Mexico S.A. de C.V. (Mexico)
Caravela Asia Limited (Taiwan)
Caravela Coffee Europe Ltd (Ireland)
Caravela Europe BV (The Netherlands)

Consolidated Financial Statements

Due to the size of the Company and its subsidiaries, the Company is required to prepare consolidated financial statements. Refer to note 2.2 for further information.

Directors’ statement of compliance with duty to promote the success of the Group (S172)

The following statement describes how the directors have had regard to the matters set out in section 172 (1) (a) to (f) when performing their duty under section 172 of the Companies Act 2006.

The board aims to have a material positive impact on all its stakeholders through the Company’s business and operations. All decisions take into account:

The likely consequences of any decision in the long term.
The interest of the Company’s employees.
The need to foster the Company’s business relationships with suppliers, customers and others.
The Company’s operation in the community and the environment.
The desirability of the Company maintaining a reputation for high standards of business conduct.
The need to act fairly as between members of the Company.

The above matters are defined as “Stakeholder Interest”.

Our business is based on the idea of long-term relationships between two key stakeholders: our coffee suppliers and our customers. We believe that only by adding value to both these groups we will be successful.

Page 7

 
CARAVELA LIMITED
 

Group strategic report (continued)
For the Year Ended 31 December 2024

Coffee Suppliers

100% of our coffee is bought directly from small and medium sized coffee farmers, who sell directly to Caravela in one of our purchase stations. The price we pay is transparent and directly tied to the quality of the beans delivered. We have programs in place (see PECA) where we partner with our coffee grower partners to help them improve their quality and productivity.

Coffee Customers

We firmly believe that we can help our customers success by not only delivering great, consistent coffees but also by providing, traceability, transparency and education across the board. We aim to develop a long-term relationship with each of our more than 500 customers. 

Employees

Our team is the reason behind our success. Team members are actively encouraged to participate in local decision making and to contribute in the Company’s larger initiatives. We have programmes in place to identify and develop talent in our team, and all team members are provided with hard skills and soft skills training.

During 2024 we continued the move towards becoming a self-managed organization, based on employee accountability. Our goal is to empower all the Caravela team members to decide what is in the best interest of the Company, clients and suppliers. 

Environment

Caravela was the first Green Coffee Trader to achieve Carbon Neutral Silver Standard certification for our Global Operations. This was verified by One Carbon World. We have achieved our goal to become Carbon Neutral by 2025. We continue to work on diverse initiatives towards our goal of becoming Net Zero by 2030, including our coffee supply chain. 

Lenders & Investors

As a for profit company, Caravela always considers the effects of our decisions in our ability to re-pay our debt and protect the investment of our shareholders. We believe that true sustainability is only achieved where all parts of the chain can benefit, from farmers, to other suppliers, customers, coffee drinkers and of course our Company by having resources to continue to invest and grow.

This report was approved by the board on 11 July 2025 and signed on its behalf.



A Cadena
Director
Page 8

 
CARAVELA LIMITED
 
 
 
Directors' report
For the Year Ended 31 December 2024

The directors present their report and the financial statements for the year ended 31 December 2024.


Principal activities

The principal activity of the Group, including the Company and its subsidiaries, is the trade of high quality green coffee from Latin America.

Results and dividends

The profit for the year, after taxation, amounted to $300,855 (2023: $1,523,395).

Subsequent to the year end, an ordinary dividend of $380,000 (2023: $380,000) has been proposed for approval by the shareholders for the year ended 31 December 2024.

Directors

The directors who served during the year were:

A Cadena
J Hector
G Ghiretti
J Green
M Wright

Directors' responsibilities statement

The directors are responsible for preparing the Group 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law, the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group and the Company and of the profit or loss of the Group for that period.

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

select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
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 Group will continue in business.

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

Page 9

 
CARAVELA LIMITED
 
 
 
Directors' report (continued)
For the Year Ended 31 December 2024

Future developments and going concern

The Group and Company intends to continue to invest in its existing Latin American subsidiaries to gain more control of the product, obtain efficiencies and be as close as possible to farmers. We continue to invest in our technological tools that help us be more efficient and productive.

The directors expect with reasonable certainty that their current borrowing facilities will be available for a minimum period of at least one year from the date of approval of these financial statements and do not have any concerns over meeting its financial covenants attached to its borrowing facilities. Based on these forecasts and action plans, the directors consider it is appropriate for the Group and Company financial statements to be prepared on the going concern basis.

Financial instruments

Objectives and policies

Financial instruments are classified and accounted for according to the substance of the contractual arrangement, as financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities. Where shares are issued, any component that creates a financial liability of the Company is presented as a liability in the balance sheet. The corresponding dividends relating to the liability component are charged as an interest expense in the profit and loss account.

Credit risk, liquidity risk and cash flow risk

The business' principal financial instruments comprise bank balances, trade debtors, creditors, bank loans and cumulative preference shares. The main purpose of these instruments is to finance the business' operations.

In respect of bank balances, the liquidity risk is managed by maintaining a balance between the continuity of funding and flexibility through the timing of collecting debts and payments of liabilities. All of the business' cash balances are held in such a way that achieves a competitive rate of interest. The business makes use of hedging and forward contracts to eliminate risk.

Trade debtors are managed in respect of credit and cash flow risk by policies concerning the credit offered to customers and the regular monitoring of amounts outstanding for both time and credit limits. The amounts presented in the balance sheet are net of allowances for any doubtful debts.

Creditors' liquidity is managed by ensuring sufficient funds are available to meet amounts due.

The bank loans are a short-term liability to provide working capital. Profits are being retained in the form of bank balances to ensure sufficient funds are available when the loans mature.

Price risk

Our business operates in an environment where fluctuations in commodity prices, exchange rates, and other market variables can significantly impact financial performance. To mitigate the adverse effects of price volatility, we employ strategic hedging through future contracts and FX non-delivery forwards. These contracts allow us to mitigate the risk of price and currency movements. 

Our risk management strategies have adapted to ensure continued resilience and stability in the face of market uncertainties.

 

Page 10

 
CARAVELA LIMITED
 
 
 
Directors' report (continued)
For the Year Ended 31 December 2024

Future Contracts Hedge

Our risk management approach involves the use of future contracts as a primary tool for hedging against price risks and non-delivery forward contracts for hedging against currency movements. 

Risk Management objectives

The objectives of our risk management activities related to derivative contracts are as follows:

Price Stability: To minimize the impact of price volatility on our financial performance by locking in prices through hedging.

Cost Control: To manage input costs and maintain competitive pricing for our products by strategically hedging against price fluctuations.

Margin Protection: To safeguard revenue streams and profit margins by mitigating the downside risks associated with adverse price movements.

Strategic Planning: To support long-term strategic planning and decision-making by providing greater certainty and predictability in our cost structure and revenue projections.

Engagement with employees

The Group maintains a Transparency Hotline where employees and other stakeholders can express views on matters that affect them anonymously.

In addition, during 2024 the Group implemented the Great Place to Work (GPTW) assessment in all the operations. The outcome was an overall satisfaction index of 81%, which is a very good result. The assessment also allowed us to identify potential areas for improvement, as we aim to foster a corporate culture based on self-awareness and self-management.

Disabled employees

The Group is committed to a policy and practice under which they recognize their obligations not to discriminate unlawfully against people with disabilities at any stage of employment, and undertake:

1.to seek to employ people with disabilities in jobs suited to their aptitudes, abilities, and qualifications, making any reasonable adjustments necessary to do so;
2.to seek to ensure that employees with disabilities are considered for promotion according to their aptitudes, abilities, and qualifications, making any reasonable adjustments necessary to do so;
3.to ensure that assessments are carried out of the scope of reasonable adjustments which may be made to the workplace and its environment, so as to make it possible to retain an employee with a disability or to recruit a person with a disability;
4.to make any reasonable alterations to company premises required to ensure that they are accessible and safe for people with disabilities; and
5.to make reasonable changes to the workplace and to employment arrangements so that a person with disability is not at any substantial disadvantage compared to a non-disabled person.

Qualifying third party indemnity provisions

At the time of approving the Directors' Report, there are qualifying third party indemnity insurance provisions in force for the benefit of the directors.

Page 11

 
CARAVELA LIMITED
 
 
 
Directors' report (continued)
For the Year Ended 31 December 2024

Carbon Footprint and Greenhouse Gases Emissions

1.Our 2030 Net Zero Commitment
With a defined baseline and a solid monitoring platform to track our emissions and the impact of our mitigation measures, our commitment is to achieve a net zero status for our operations in 2030. To achieve this objective, we are committed to take action upon every operation site and on every operation activity to reduce our emissions, mitigate our impact and maximize our environmental efficiency. Parallelly, we are developing our compensation transition strategy for 2030 which will allow us to transit from offsetting, to insetting 100% of the remaining non-mitigated operation emissions within our own supply chain.

2.Reduction Strategy and Mitigation Measures for 2030
To increase our overall environmental efficiency by 20% for 2030 Caravela Coffee is committed to:

Scope 1:

Fuel Consumption: 
To address the largest source of emissions in scope 1, we are reducing the amount of company vehicles, mitigating the direct emissions from fossil fuels to 30%.

Scope 2:

Energy Consumption: 
Through employee training and awareness, and process optimization we aim to minimize energy requirements for all our dry mill operations, reducing by at least 5% the yearly energy consumption from now to 2030, a cumulative reduction of 25% for standing milling operations and a baseline emission rate for newly developed milling operations.

Scope 3:

Water consumption: 
Our milling processes do not involve the use of water and its consumption is reduced to our quality assurance operation, which represents a fixed source of emissions. For this reason mitigation measures will focus on employee awareness and training and the responsible use of water for human consumption and in operation sites.

Materials consumption: 
Although we have promoted the development of new materials for coffee export, plastic bags increase the recyclability of such, aiming to address one of the main sources of emissions in this category, Caravela is committed to developing relationships with current or new plastic liner bags for exporting green coffee beans that develop technologies that reduce the amount of fossil fuel based plastics in the liners and reduce upstream emissions for this material and mitigate end of life emissions at our roaster partners operations by at least 20% for 2030 from currently used materials.

Waste Generation:
Year by year we have been continuously reducing the emissions sourcing from organic waste generation coming as a byproduct from our milling operations. By developing waste management relationships, we keep diverging evermore volume of waste across our dry mills from being disposed in landfills to be reused to power energy production, be used as an input for largescale composting processes, or be upcycled to produce plaster wood used in building houses for vulnerable communities. We are committed to reduce emissions from coffee milling byproducts by 20% yearly and assure that for 2030, 100% of organic waste from dry mills is responsibly managed and no organic waste goes to land fill. Also, through employee awareness and engagement with local waste manager suppliers at each operation site we aim to recycle 100% of our recyclable materials resulting from the operation.


Page 12

 
CARAVELA LIMITED
 
 
 
Directors' report (continued)
For the Year Ended 31 December 2024

Coffee Freight:
By developing internal systems to track all coffee freight for parchment and green coffee happening in each origin, and employee training and awareness, we have set a target reduction goal for all seven export operations of at least 5% with respect to the previous year. This measure will give a cumulative reduction of 25% with respect to our baseline year.

Business Travel:
Air business travel represents our biggest source of emissions in this category. Therefore, after three consecutive years of assessment we have developed a carbon budget for each operation role. This measure intends to optimize business travel at every level of the Company, setting to cap to emissions independently of the growth of the operation. Through this measure and by reducing the carbon budget by at least 5 % yearly, we aim to achieve a 25% reduction of emissions from air travel for 2025.

Employee Commuting:
We have reduced our emissions from employee commuting by permanently establishing and promoting a culture of hybrid work for office staff with a maximum of three in office workdays. Through employee awareness we aim to inspire our collaborators to commit their personal commuting to less carbon intensive transportation types.

3.Compensation Transition Strategy

In 2023, we started our journey of transitioning from compensating 100% of our scope 1,2 and 3 emissions through carbon credits, which support certified projects in countries outside our operation, to being able to compensate 100% of our scope 1, 2 and 3 emissions through renewable energies investment in new dry mill facilities, reliable and certified carbon sinks initiatives within our own supply chain at the farm level (such as reforestation projects or scaled transformation of coffee farm organic waste into biochar  that returns the organic carbon to the soil and sequesters it on a long term basis). 

In the sections below we discuss our journey to scale in our seven Latin American operations with a combination of these approaches. We aim to have a traceable and transparent in-setting strategy that accounts for 100% of our global emissions. 

The total Carbon Footprint for 2024 of the activities measured = 2,239 tonnes CO2e.

ole41e6.png
Scope 1 (direct emissions) emissions are those from activities owned or controlled by an organisation.

Scope 2 (indirect) emissions are those released into the atmosphere that are associated with the consumption of purchased electricity, heat, steam and cooling. These indirect emissions are a consequence of an organisation’s energy use but occur at sources not owned or controlled.

Scope 3 (other indirect) emissions are a consequence of actions that occur at sources not owned or controlled and not classed as Scope 2 emissions.



Page 13

 
CARAVELA LIMITED
 
 
 
Directors' report (continued)
For the Year Ended 31 December 2024

The most significant sources of CO2e emissions identified for the Group are:

 - Emissions arising from 3rd party freight and logistics (71% of the total carbon footprint).

In 2024, we have completed a second year of implementation of our inbound platform to centralize and optimize the collection of company activity data. This platform includes a dashboard to track emissions, aiding in the identification, execution and monitoring of reduction and mitigation strategies. Even though the journey is of constant improvement, our greener coffee platform has set the milestone for a consistent and systemic collection of activity data for our carbon footprint assessment.

ole147c.png 
Assessment Methodology

Emissions arising from well-to-tank based on our fuel usage (18% of the total carbon footprint).

The most common approach for calculating GHG emissions is through the application of documented and approved GHG emissions conversion factors. These factors are calculated ratios that relate GHG emissions to a proxy measure of activity at an emissions source. 

Further detail on emissions factors and the methodology behind them can be found at: https://www.gov.uk/government /collections /government-conversion -factors-for-company -reporting
 
The activity data or amount of ‘resources’ used are multiplied by the relevant emissions factors to calculate total Greenhouse Gas equivalent (CO2e) emissions.
 
GHG emissions = activity data x emission conversion factor
 
There are seven main GHGs that contribute to climate change, as covered by the Kyoto Protocol: carbon dioxide (CO2), methane (CH4), nitrous oxide (N2O), hydrofluorocarbons (HFCs), perfluorocarbons (PFCs), sulfur hexafluoride (SF6) and nitrogen trifluoride (NF3). Different activities emit different gases and an organisation should report on the Kyoto Protocol GHG gases produced by its activities.
 
CO2e is the universal unit of measurement to indicate the global warming potential (GWP) of GHGs, expressed in terms of the GWP of one unit of CO2. The GWPs used in the calculation of CO2e are based on the Intergovernmental Panel on Climate Change (IPCC) Fourth Assessment Report (AR4) over a 100-year period (this is a requirement for inventory/national reporting purposes). 

All conversion factors used in this report are in units of kilograms of carbon dioxide equivalent (kg CO2e).

Page 14

 
CARAVELA LIMITED
 
 
 
Directors' report (continued)
For the Year Ended 31 December 2024

Actions Completed to Date Across the Supply Chain

Farm-level

Agriculture is understood today as one of the biggest threats to forest conservation in the Neotropics and as a main driver of global warming and GHG emissions. Nevertheless, Caravela is convinced that it is possible to produce high quality coffee through practices in equilibrium with the environment and with respect of endangered ecosystems.

Therefore, our PECA team works together with coffee grower communities, whose daily actions have a direct effect on endangered forest systems, in promoting the adoption not only of sustainable agricultural practices that preserve the ecosystem services (water, soil, biodiversity) in the region, but also behavioural changes that encourage waste management, reforestation practices, forest preservation, no deforestation, and biodiversity conservation.

Since 2020, through our coffee grower education program team (PECA), Caravela has begun to measure the environmental impact of the coffee production by measuring the carbon footprint of coffee growers' farms through the Cool Farm Tool calculation platform.

The results of these measurements are used as a basis for the PECA team to work to provide coffee growers with technical advice on crop extension that will allow them to improve the productivity and quality of their crops. It also provides the coffee grower with an ecosystem of guidance and accompaniment for decision making with respect to the adoption of sustainable agricultural practices such as the treatment of wastewater, the correct management of the coffee pulp and the optimal use of fertilizers, among others, in addition to protecting the productivity of the soil in the long term.

We are aware that there is a responsibility in measuring the environmental impact on coffee farms, as well as helping coffee producers in their will of reducing their own individual environmental impact.

As of the end of 2024 we have measured more than 1100 farms (corresponding to 37% of all PECA farms). Our goal is to continue to measure carbon footprint at a farm level with a minimum of 50% of PECA farms in number.

This has resulted in a better understanding of carbon sequestration across the supply chain. More work is planned to improve the understanding about how much carbon is being sequestered through the growing phase to support in setting of emissions within the Caravela Coffee supply chain.

Coffee Export/Import Operation

In 2024 we achieved the One Carbon World Carbon Neutral International Standard Status for the 4th consecutive year by measuring, reducing and compensating our carbon footprint. This is important as it allows global balancing of emissions while emissions reduction strategies are being implemented. Caravela was also the first green coffee trader to achieve Carbon Neutral Silver Standard certification for our global operations verified by One Carbon World. We plan to continue working with One Carbon World to measure and compensate our carbon footprint.

Page 15

 
CARAVELA LIMITED
 
 
 
Directors' report (continued)
For the Year Ended 31 December 2024

Our Journey to Carbon Zero by 2030

Caravela started assessing its carbon emissions in 2016 and through the years, we have increased the scope of our assessment to cover all 13 countries we are present in (seven export operations and four import offices) and set an emissions footprint baseline for the year 2021.

2021 was the second year Caravela assessed all three scopes under a third-party assessment through One Carbon World. We piloted a more robust data collection methodology to better represent all Caravela’s activities; from buying coffee at more than 40 buying stations across seven countries in Latin America to delivering it in destination ports all around the world. For 2021, we assessed a base environmental efficiency of 0.55 kg of CO2-eq / kg of green coffee exported including all three scopes.

During 2022, we faced logistical challenges at major U.S. ports, necessitating unprecedented land freight efforts to ensure timely green coffee deliveries to North American roasters. Consequently, our GHG emissions in the U.S. increased significantly, around 630 Tons CO2-eq. Uncharacteristic emissions in the US impacted on our overall operational efficiency, which declined by 33% compared to 2021.

In 2023, we advanced our carbon emissions reduction plan, aligning with our 2021 baseline. While moving in the right direction, we keep building in our efforts to optimize land coffee freight logistics, to reduce company vehicle emissions, to optimize energy use at dry mills, to promote hybrid work, and to develop innovative waste management partnerships. 

In 2024, through reductions in scope 1 (direct emissions) and 3 (supply chain emissions), Caravela has assessed an increase in environmental efficiency (kg of CO2/Kg GC) by 9% with respect to our 2021 base line assessment.

Emissions Reduction Actions to date

Scope 1
As part of a new company policy, Caravela has eliminated the use of company-owned vehicles to reduce Scope 3 emissions linked to business travel. This shift promotes more environmentally conscious travel behaviour and enables the adoption of lower-emission transport options, contributing to a more sustainable and efficient travel culture across the organization.

Scope 2

Caravela invested in 2019 in the installation of solar panels that supply close to 25% of the energy requirements of the dry milling process in Colombia, which is our biggest processing unit.
Through investment in energy efficient machinery and better practices within our biggest dry mill operation in Colombia we have been able to reduce our carbon footprint by a further 25% from 2021 to 2024.  

Scope 3:

Caravela also worked on increasing the efficiency on its internal logistics operation and develop protocols and strategies to better use the space during coffee freight. During 2024, we reduced the overall amount of GHG emitted by 20%, while increasing our overall environmental efficiency for coffee freight by 6%.
During 2024 we formalized the partnership with waste management partners across all seven operations and have steered 100% of the organic waste from our dry milling operation from landfills to the production of energy through combustion, reducing in almost 70% the total emissions related to waste generation.

Page 16

 
CARAVELA LIMITED
 
 
 
Directors' report (continued)
For the Year Ended 31 December 2024

Disclosure of information to auditor

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 and the Group's auditor is 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 and the Group's auditor is aware of that information.

Post balance sheet events

On 21 February 2025 the Group renewed one of its financing facilities used for the purchase of parchment coffee in Peru and Mexico as referred to in note 29 of these financial statements.

Auditor

The auditor, RSM UK Audit LLP, will be proposed for reappointment in accordance with section 485 of The Companies Act 2006.

This report was approved by the board on 11 July 2025 and signed on its behalf.
 





G Ghiretti
Director

Page 17

 
CARAVELA LIMITED
 
 
 
Independent auditor's report to the members of Caravela Limited
 

Opinion


We have audited the financial statements of Caravela Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2024, which comprise the Consolidated statement of comprehensive income, the Consolidated statement of financial position, the Company statement of financial Position, the Consolidated statement of changes in equity, the Company statement of changes in equity, Consolidated statement of cash flows and notes to the financial statements, including 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 Group's and of the parent Company's affairs as at 31 December 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;
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's responsibilities for the audit of the financial statements section of our report. We are independent of the Group and parent Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the 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 Group's or the parent Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


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


Page 18

 
CARAVELA LIMITED
 
 
 
Independent auditor's report to the members of Caravela Limited (continued)


Other information


The other information comprises the information included in the annual report other than the financial statements and our Auditor's report thereon. The directors are responsible for the other information contained within the annual 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 Group strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Group strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Group and the parent Company and their environment obtained in the course of the audit, we have not identified material misstatements in the Group strategic report or the Directors' report.


We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:


adequate accounting records have not been kept by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent Company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Responsibilities of directors
 

As explained more fully in the Directors' responsibilities statement set out on page 9, 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 Group's and the parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or the parent Company or to cease operations, or have no realistic alternative but to do so.


Page 19

 
CARAVELA LIMITED
 
 
 
Independent auditor's report to the members of Caravela Limited (continued)


Auditor's responsibilities for the audit of the financial statements
 

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


The extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities are instances of non-compliance with laws and regulations.  The objectives of our audit are to obtain sufficient appropriate audit evidence regarding compliance with laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements, to perform audit procedures to help identify instances of non-compliance with other laws and regulations that may have a material effect on the financial statements, and to respond appropriately to identified or suspected non-compliance with laws and regulations identified during the audit.  

In relation to fraud, the objectives of our audit are to identify and assess the risk of material misstatement of the financial statements due to fraud, to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud through designing and implementing appropriate responses and to respond appropriately to fraud or suspected fraud identified during the audit.  

However, it is the primary responsibility of management, with the oversight of those charged with governance, to ensure that the entity's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud, the group audit engagement team and component auditors: 
obtained an understanding of the nature of the industry and sector, including the legal and regulatory framework that the group and parent company operate in and how the group and parent company are complying with the legal and regulatory framework;
inquired of management, and those charged with governance, about their own identification and assessment of the risks of irregularities, including any known actual, suspected or alleged instances of fraud;
discussed matters about non-compliance with laws and regulations and how fraud might occur including assessment of how and where the financial statements may be susceptible to fraud.

As a result of these procedures we consider the most significant laws and regulations that have a direct impact on the financial statements are FRS 102, the Companies Act 2006 and tax compliance regulations.  We performed audit procedures to detect non-compliances which may have a material impact on the financial statements which included reviewing financial statement disclosures and inspecting correspondence with local tax authorities.

The most significant laws and regulations that have an indirect impact on the financial statements are those in relation to health and safety.  We performed audit procedures to inquire of management whether the group is in compliance with these law and regulations and inspected correspondence with licensing or regulatory authorities.

The group audit engagement team identified the risk of management override of controls and the existence and cut-off of revenue as the areas where the financial statements were most susceptible to material misstatement due to fraud.  Audit procedures performed included but were not limited to testing manual journal entries and other adjustments and evaluating the business rationale in relation to significant, unusual transactions and transactions entered into outside the normal course of business, agreeing samples of revenue entries in to the general ledger to supporting documentation, and testing a sample of revenue entries with close proximity to the period end to ensure they were recognised in the correct accounting period.
Page 20

 
CARAVELA LIMITED
 
 
 
Independent auditor's report to the members of Caravela Limited (continued)



All relevant laws and regulations identified at a Group level and areas susceptible to fraud that could have a material effect on the consolidated financial statements were communicated to component auditors.  Any instances of non-compliance with laws and regulations identified and communicated by a component auditor were considered in our group audit approach.

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 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 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 Auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.





David Hough (Senior Statutory Auditor)
  
for and on behalf of
RSM UK Audit LLP
 
Chartered Accountants
  
25 Farringdon Street
London
EC4A 4AB

14 July 2025
Page 21

 
CARAVELA LIMITED
 
 
Consolidated statement of comprehensive income
For the Year Ended 31 December 2024

2024
2023
Note
$
$

  

Turnover
 4 
50,762,435
52,944,691

Cost of sales
  
(36,994,532)
(39,573,286)

Gross profit
  
13,767,903
13,371,405

Administrative expenses
  
(10,713,638)
(9,429,649)

Other operating income
  
118,466
596,482

Operating profit
 7 
3,172,731
4,538,238

Share of results of associates and joint ventures
  
-
41,410

Interest receivable and similar income
 9 
19,972
42,080

Interest payable and similar expenses
 10 
(2,428,098)
(2,193,560)

Profit before taxation
  
764,605
2,428,168

Tax on profit
 11 
(463,750)
(904,773)

Profit for the financial year
  
300,855
1,523,395

  

Currency translation differences
  
(14,651)
122,730

Cash flow hedges (loss)/gain arising in the year
  
(384,349)
501,799

Other comprehensive income for the year
  
(399,000)
624,529

Total comprehensive income for the year
  
(98,145)
2,147,924

Profit for the year attributable to:
  

Non-controlling interests
  
325
781

Owners of the parent Company
  
300,530
1,522,614

  
300,855
1,523,395

Total comprehensive income for the year attributable to:
  

Non-controlling interests
  
67
85

Owners of the parent Company
  
(98,212)
2,147,839

  
(98,145)
2,147,924

Page 22

 
CARAVELA LIMITED
Registered number: 03996686

Consolidated statement of financial position
As at 31 December 2024

2024
2023
Note
$
$

Fixed assets
  

Intangible assets
 13 
1,137,059
1,332,877

Tangible assets
 14 
2,858,581
1,883,442

Investments
 15 
63,326
214,245

  
4,058,966
3,430,564

Current assets
  

Stocks
 16 
13,585,722
13,968,498

Debtors: amounts falling due after more than one year
 17 
433,819
107,739

Debtors: amounts falling due within one year
 17 
8,727,808
10,775,991

Cash at bank and in hand
 18 
6,243,015
5,278,759

  
28,990,364
30,130,987

Creditors: amounts falling due within one year
 19 
(21,589,047)
(22,819,257)

Net current assets
  
 
 
7,401,317
 
 
7,311,730

Total assets less current liabilities
  
11,460,283
10,742,294

Creditors: amounts falling due after more than one year
  
(1,033,299)
(158,437)

Provisions for liabilities
  

Deferred taxation
 24 
(315,573)
(397,934)

  
 
 
(315,573)
 
 
(397,934)

Net assets
  
10,111,411
10,185,923


Capital and reserves
  

Called up share capital 
 25 
75,935
76,375

Share premium account
 26 
817,074
817,074

Hedging reserve
 26 
117,450
501,799

Profit and loss account
 26 
9,100,818
8,790,608

Equity attributable to owners of the parent Company
  
10,111,277
10,185,856

Non-controlling interests
  
134
67

  
10,111,411
10,185,923


Page 23

 
CARAVELA LIMITED
Registered number: 03996686
    
Consolidated statement of financial position (continued)
As at 31 December 2024

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 11 July 2025.




G Ghiretti
Director

Page 24

 
CARAVELA LIMITED
Registered number: 03996686

Company statement of financial position
As at 31 December 2024

2024
2023
Note
$
$

Fixed assets
  

Intangible assets
 13 
1,121,018
1,332,420

Tangible assets
 14 
14,951
11,926

Investments
 15 
4,769,824
2,695,887

  
5,905,793
4,040,233

Current assets
  

Stocks
 16 
1,887,710
1,864,613

Debtors: amounts falling due after more than one year
 17 
103,233
35,339

Debtors: amounts falling due within one year
 17 
17,768,928
24,449,242

Cash at bank and in hand
 18 
4,811,110
4,492,273

  
24,570,981
30,841,467

Creditors: amounts falling due within one year
 19 
(16,635,683)
(19,673,837)

Net current assets
  
 
 
7,935,298
 
 
11,167,630

Total assets less current liabilities
  
13,841,091
15,207,863

  

Provisions for liabilities
  

Deferred taxation
 24 
(203,549)
(334,793)

  
 
 
(203,549)
 
 
(334,793)

Net assets
  
13,637,542
14,873,070


Capital and reserves
  

Called up share capital 
 25 
75,935
76,375

Share premium account
 26 
817,074
817,074

Hedging reserve
 26 
117,450
501,799

Profit and loss account
 26 
12,627,083
13,477,822

  
13,637,542
14,873,070


Page 25

 
CARAVELA LIMITED
Registered number: 03996686
    
Company statement of financial position (continued)
As at 31 December 2024

As permitted by s408 Companies Act 2006, the Company has not presented its own profit and loss account and related notes as it prepared Group accounts. The Company's loss for the year was $427,803 (2023: the Company's profit for the year was $1,066,554).
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 11 July 2025.


G Ghiretti
Director

Page 26
 

 
CARAVELA LIMITED


 

Consolidated statement of changes in equity
For the Year Ended 31 December 2024



Called up share capital
Share premium account
Hedging reserve
Profit and loss account
Equity attributable to owners of parent Company
Non-controlling interests
Total equity


$
$
$
$
$
$
$



At 1 January 2023
76,375
817,074
-
7,144,568
8,038,017
(18)
8,037,999



Comprehensive income for the year


Profit for the year
-
-
-
1,522,614
1,522,614
781
1,523,395


Currency translation differences
-
-
-
122,730
122,730
-
122,730


Cash flow hedges gain arising in the year
-
-
501,799
-
501,799
-
501,799


Amounts attributable to non-controlling interests
-
-
-
696
696
(696)
-

Total comprehensive income for the year
-
-
501,799
1,646,040
2,147,839
85
2,147,924





At 1 January 2024
76,375
817,074
501,799
8,790,608
10,185,856
67
10,185,923



Comprehensive income for the year


Profit for the year
-
-
-
300,530
300,530
325
300,855


Currency translation differences
-
-
-
(14,651)
(14,651)
-
(14,651)


Cash flow hedges loss arising in the year
-
-
(384,349)
-
(384,349)
-
(384,349)


Amounts attributable to non-controlling interests
-
-
-
258
258
(258)
-

Total comprehensive income for the year
-
-
(384,349)
286,137
(98,212)
67
(98,145)


Dividends: Equity capital
-
-
-
(380,000)
(380,000)
-
(380,000)


Shares cancelled during the year
(440)
-
-
-
(440)
-
(440)


Other movement
-
-
-
404,073
404,073
-
404,073
Page 27

 

 
CARAVELA LIMITED


 


Consolidated statement of changes in equity (continued)
For the Year Ended 31 December 2024




At 31 December 2024
75,935
817,074
117,450
9,100,818
10,111,277
134
10,111,411



The notes on pages 33 to 62 form part of these financial statements.

Page 28
 
CARAVELA LIMITED
 

Company statement of changes in equity
For the Year Ended 31 December 2024


Called up share capital
Share premium account
Hedging reserve
Profit and loss account
Total equity

$
$
$
$
$


At 1 January 2023
76,375
817,074
-
12,411,268
13,304,717


Comprehensive income for the year

Profit for the year
-
-
-
1,066,554
1,066,554

Cash flow hedges gain arising in the year
-
-
501,799
-
501,799
Total comprehensive income for the year
-
-
501,799
1,066,554
1,568,353



At 1 January 2024
76,375
817,074
501,799
13,477,822
14,873,070


Comprehensive income for the year

Loss for the year
-
-
-
(427,803)
(427,803)

Currency translation differences
-
-
-
(43,376)
(43,376)

Cash flow hedges gain arising in the year
-
-
(384,349)
-
(384,349)
Total comprehensive income for the year
-
-
(384,349)
(471,179)
(855,528)

Dividends: Equity capital
-
-
-
(380,000)
(380,000)

Shares cancelled during the year
(440)
-
-
-
(440)

Transfer to/from profit and loss account
-
-
-
440
440


At 31 December 2024
75,935
817,074
117,450
12,627,083
13,637,542


The notes on pages 33 to 62 form part of these financial statements.

Page 29

 
CARAVELA LIMITED
 

Consolidated statement of cash flows
For the Year Ended 31 December 2024

2024
2023
$
$

Cash flows from operating activities

Profit for the financial year
300,855
1,523,395

Adjustments for:

Amortisation of intangible assets
565,387
369,982

Depreciation of tangible assets
643,207
423,857

Profit on disposal of associate
(15,080)
-

Finance costs
2,408,126
2,193,560

Investment income
-
(42,080)

Taxation charge
463,750
904,773

Decrease in stocks
786,409
1,293,727

Decrease/(increase) in debtors
1,424,645
(1,228,353)

(Increase)/decrease in derivative financial instruments
(674,971)
-

(Decrease)/increase in creditors
(1,070,649)
684,084

Share of results of associates and joint ventures
-
(41,410)

Income taxes paid
(512,002)
(454,037)

Foreign exchange gains on cash equivalents
-
164,889

Net cash generated from operating activities

4,319,677
5,792,387


Cash flows from investing activities

Purchase of intangible assets
(339,380)
(584,510)

Sale of intangible assets
(30,189)
-

Purchase of tangible fixed assets
(1,296,079)
(526,932)

Proceeds on disposal of tangible fixed assets
184,143
23,999

Proceeds on disposal of associates
165,999
-

Interest received
19,972
42,080

Net cash from investing activities

(1,295,534)
(1,045,363)

Cash flows from financing activities

Repayment of preference shares
-
(732,346)

Proceeds of new bank loans
5,200,000
9,651,121

Repayment of bank loans
(6,701,144)
(11,154,282)

Repayment of finance lease obligations
(460,992)
20,154

Dividends paid to equity shareholders
(380,000)
(375,479)

Interest paid
(2,428,098)
(2,249,948)

Proceeds from sale and leaseback
746,498
-

Net cash used in financing activities
(4,023,736)
(4,840,780)
Page 30

 
CARAVELA LIMITED
 

Consolidated statement of cash flows (continued)
For the Year Ended 31 December 2024


2024
2023

$
$


Net (decrease) in cash and cash equivalents
(999,593)
(93,756)

Cash and cash equivalents at beginning of year
(6,546,063)
(6,707,306)

Foreign exchange gains and losses
44,434
254,999

Cash and cash equivalents at the end of year
(7,501,222)
(6,546,063)


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
6,243,015
5,278,759

Bank overdrafts
(13,744,237)
(11,824,822)

(7,501,222)
(6,546,063)


Page 31

 
CARAVELA LIMITED
 

Consolidated analysis of net debt
For the Year Ended 31 December 2024







At 1 January 2024
Cash flows
Other non-cash changes
New finance leases
Exchange rate movements
At 31 December 2024
$

$

$

$

$

$

Cash at bank and in hand

5,278,759

919,822

-

-

44,434

6,243,015

Bank overdrafts

(11,824,822)

(1,919,415)

-

-

-

(13,744,237)

Borrowings excluding overdrafts due after 1 year

-

(12,287)

-

-

-

(12,287)

Borrowings excluding overdrafts due within 1 year

(6,743,519)

1,513,431

-

-

-

(5,230,088)

Obligations under finance leases

(284,125)

(285,506)

(59,085)

(506,410)

-

(1,135,126)


-

-

-

-

-

-


(13,573,707)
216,045
(59,085)
(506,410)
44,434
(13,878,723)

The notes on pages 33 to 62 form part of these financial statements.

Page 32

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

1.


Company information

Caravela Limited ("the Company") is a private company limited by shares and is registered and incorporated in England and Wales. The registered office is 3rd Floor, 12 Gough Square, London, EC4A 3DW.
The Group consists of Caravela Limited and all of its subsidiaries (the "Group").

The Company's and the Group's principal activities and the nature of its operations are disclosed in the Director's Report.

2.Accounting policies

 
2.1

Accounting convention

The financial statements have been prepared under the historical cost convention, modified to include certain financial instruments at fair value 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 financial statements are prepared in US Dollar, which is the functional currency of the Company. Monetary amounts in these financial statements are rounded to the nearest $1.
The financial statements have been prepared under the historical cost convention, modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

The Company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this Company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the Group. The Company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:


Section 7 'Statement of Cash Flows': Presentation of a statement of cash flow and related notes and disclosures. 
Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instrument Issues': Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income; 
Section 26 'Share-based Payment': Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements; 
Section 33 'Related Party Disclosures': Compensation for key management personnel.

The financial statements of the Company are consolidated within these financial statements.

Page 33

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

2.Accounting policies (continued)

 
2.2

Basis of consolidation

The consolidated financial statements incorporate those of Caravela Limited and all of its subsidiaries (i.e. entities that the Group controls through its power to govern the financial and operating policies so as to obtain economic benefits). Subsidiaries acquired during the year are consolidated using the purchase method. Their results are incorporated from the date that control passes. 
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.

The cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issues 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 business 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. 
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.

 
2.3

Going concern

The financial statements have been prepared on a going concern basis which assumes that the Group and the Company will be able to continue its operations for the foreseeable future and as a minimum  for a period of at least 12 months from the date of the approval of these financial statements. 
The Group meets its day-to-day working capital requirements through its bank facilities and all of the Group's forecasts and projections show that the Group is able to operate within these facilities.

The Directors expect with reasonable certainty that the current borrowing facilities will be available for a minimum period of at least 12 months from the date of approval of these financial statements and do not have any concerns over meeting the financial covenants attached to the borrowing facilities. 
Based on these forecasts and action plans, the Directors consider it appropriate for the Group and Company, financial statements to be prepared on the going concern basis.

Page 34

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

2.Accounting policies (continued)

 
2.4

Revenue

Turnover is measured as the fair value of consideration received from the supply of coffee during the year, excluding discounts, rebates, value added tax and other sales taxes.

Turnover is recognised when the risks and rewards of ownership are passed to the customer. For Free on Board sales, revenue is recognised when the coffee crosses over the ship's rail. For ex-warehouse sales, turnover is recognised at the date the coffee transfers to the buyer at the warehouse.

 
2.5

Research and development

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.

  
2.6

Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 5 years.
For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

 
2.7

Intangible fixed assets other than goodwill

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following basis:



 The estimated useful lives range as follows:

Software
-
5 years straight line
Development costs
-
5 years straight line

Page 35

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

2.Accounting policies (continued)

 
2.8

Tangible fixed assets

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

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


Leasehold land and buildings
-
10 years straight line
Plant & equipment
-
10 years straight line
Motor vehicles
-
5 years straight line
Fixtures & fittings
-
5 years straight line
Other fixed assets
-
5 years straight line

Land is not depreciated.

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

Page 36

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

2.Accounting policies (continued)

 
2.9

Fixed asset investments

In the separate financial statements of the Company, interests in subsidiaries and associates are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

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.

Investments in unlisted company shares, whose market value can be reliably determined, are remeasured to market value at each reporting date. Gains and losses on remeasurement are recognised in the statement of comprehensive income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

Undertakings in which the Group has significant influence (i.e. the power to participate in the financial and operating policy decisions but not control or joint control over those policies) are classified as associates. The Group's share of the results, other comprehensive income and equity of associates are accounted for using the equity method based on the associate's financial statements to 31 December.

Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill.

All unrealised profit or losses on transactions with the associate are eliminated to the extent of the Group's interest, except where unrealised losses provide evidence of an impairment. Where necessary, the adjustments are made to bring the accounting policies of the associate into line with those used by the Group.

Dividends received from the associate reduce the carrying amount of the investment.

Losses in an associate that reduce the carrying amount of the investment in the associate to below zero are not recognised, but a provision is recognised to the extent that the Group has an obligation or has made payments on behalf of the associate.

 
2.10

Cash and cash equivalents

Cash and cash equivalents are basic financial instruments and include cash in hand, deposit accounts and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

In the Consolidated statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

Page 37

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

2.Accounting policies (continued)

  
2.11

Impairment of fixed assets

At each reporting end date, the Group reviews the carrying amounts of its tangible and intangible 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.


  
2.12

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.

The cost of stock includes the purchase price, import duties and other taxes (other than those subsequently recoverable by the entity from the taxing authorities), and transport, handling and other directly attributable costs incurred whilst transferring coffee inventory to its final destination.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.13

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.14

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

Page 38

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

2.Accounting policies (continued)

 
2.15

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

Basic financial assets

Basic financial assets, which include trade and other debtors, 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.


Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognised of the financial assets, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset's original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Basic 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 the deduction of all its liabilities.

Page 39

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

2.Accounting policies (continued)


2.15
Financial instruments (continued)

Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies 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.

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

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 as with a documented risk management or investment strategy.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

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

  
2.16

Equity instruments

Equity instruments issued by the Group are recorded at the fair value of 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.

Page 40

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

2.Accounting policies (continued)

  
2.17

Hedge accounting

To qualify for hedge accounting, the Group documents the hedged item, the hedging instrument and the hedging relationship between them, and the causes of the hedge ineffectiveness (such as different maturities, nominal accounts or variable rates, and counterparty credit risk).
The Group elects to adopt hedge accounting for future contracts and uses future contracts to manage its exposure to coffee prices. Changes in the fair value of the futures contract are recorded in other comprehensive income (OCI) to the extent the hedge is effective. These are held in a hedge reserve until the forecasted transaction affects profit or loss. When the forecasted transaction that is hedged impacts profit or loss, the corresponding amount in the hedge reserve is reclassified to profit or loss.
When hedge accounting for a cash flow hedge is discounted, any gains or losses accumulated in OCI are reclassified to profit or loss when the forecasted transaction occurs. If it's not expected to occur, the amounts are immediately reclassified to profit or loss.
The Group does not apply hedge accounting to its forward contracts.

  
2.18

Taxation

The tax expense represents the sum of the current tax expense and deferred tax expense. Current tax assets are recognised when tax paid exceeds the tax payable.
Current and deferred tax is charged to profit or loss, except when it relates to items charged or credited to other comprehensive income or equity, when the tax follows the transaction or event it relates to and is also charged or credited to other comprehensive income, or equity.
Current tax is based on taxable profit for the year. Current tax assets and liabilities are measured using tax rates that have been enacted or substantively enacted by the reporting date.
Deferred tax is calculated at the tax rates that expected to apply to the period when the asset is realised or the liability is settled based on tax rates that have been enacted or substantively enacted by the reporting date.
Deferred tax liabilities are recognised in respect of all timing differences that exist at the reporting date. Timing differences are differences between taxable profits and total comprehensive income that arise from the inclusion of income and expenses in tax assessments in different periods from their recognition in the financial statements. Deferred tax assets are recognised only to the extent that it is probable that they will be recovered by the reversal of deferred tax liabilities or other future taxable profits.
Deferred tax is recognised on income and expenses from subsidiaries, associates, branches and interests in jointly controlled entities, that will be assessed to or allow for tax in a future period except where the Group is able to control the reversal of the timing difference and it is probable that the timing difference will not reverse in the foreseeable future.
Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination and the amounts that can be deducted or assessed for tax. The deferred tax recognised is adjusted against goodwill.

Page 41

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

2.Accounting policies (continued)

 
2.19

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.

 
2.20

Retirement benefits

For defined contribution schemes the amount charged to profit or loss is the contributions payable in the year. Differences between contributions payable in the year and contributions actually paid are shown as other creditors.

  
2.21

Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability in included in the statement of financial position as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
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.

  
2.22

Foreign exchange

Transactions in currencies other than the functional currency (foreign currency) are initially recorded at the exchange rate prevailing on the date of the transaction.
Monetary assets and liabilities denominated in foreign currencies are translated at the rate of exchange ruling at the reporting date. Non-monetary assets and liabilities denominated in foreign currencies are translated at the rate ruling at the date of the transaction, or, if the asset or liability is measured at fair value, the rate when that fair value was determined.
All translation differences are taken to profit or loss, except to the extent that they relate to gains or losses on non-monetary items recognised in other comprehensive income, when the related translation gain or loss is also recognised in other comprehensive income.

Page 42

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

3.


Judgments in applying accounting policies 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.

Tangible and intangible fixed assets
Determining whether there are indicators of impairment of the Group's tangible and intangible fixed assets. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the asset. No such impairments were recognised in the current and prior year.

Recoverability of intercompany balances and investments
Determining whether the amounts owed by group undertakings are recoverable and whether a provision is required against the debt or investment. Factors taken into consideration in reaching such a decision are potential prevailing economic conditions in the industry and their potential impact on the performance of the Company's subsidiaries. No such impairments were recognised in the current and prior year.

Bad debts
Determining whether there are any circumstances regarding a customer's inability to meet its financial obligation and whether a provision is required against the debt. Factors taken into consideration in reaching such a decision are potential prevailing economic conditions in the industry and their potential impact on the Group's customers.

Stocks
Determining whether there are any indicators of impairment of the Group's stocks held. Factors taken into consideration in reaching such a decision include the demand and quality of the product. Disclosure of the stock impairment recognised in the year can be found in note 16.

Credit facility
Determining the presentation of the two tranches of the revolving credit short term and long term liabilities on the basis of whether this is repayable on demand or not and considering the right to set off cash and cash equivalents against this amount.

Fair value of future contracts
At each reporting date, the fair values of future contracts are assessed against the carrying value of the financial asset or financial liability. The directors' estimate the fair value of future contracts by reference to market value to settle the contract which is provided by the Company's bank. The fair value movement is recognised immediately in the Statement of Comprehensive Income.

Deferred tax
Deferred tax assets are recognised to the extent that the directors assess with reasonable certainty that sufficient profits will be generated in future periods to realise the deferred tax assets.

Page 43

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

4.


Turnover

The turnover for the year was wholly derived from the Group's principal activity.


An analysis of turnover by class of business is as follows:


2024
2023
$
$

USA
23,212,322
26,597,130

Australia
16,661,746
13,316,095

Colombia
1,334,635
1,226,406

Rest of World
3,816,931
4,197,060

Europe
5,736,801
7,608,000

50,762,435
52,944,691



5.


Employees

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


Group
Group
Company
Company
2024
2023
2024
2023
$
$
$
$


Wages and salaries
6,140,810
6,096,390
1,464,961
1,373,114

Social security costs
322,398
505,854
4,461
162,316

Pension costs
183,142
213,861
12,725
15,105

6,646,350
6,816,105
1,482,147
1,550,535


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



Group
Group
Company
Company
        2024
        2023
        2024
        2023
            No.
            No.
            No.
            No.









Management
12
12
2
2



Administration
46
65
8
8



Sales
6
8
2
3



Quality control
82
90
1
1



Other Support
88
90
-
-

234
265
13
14

Page 44

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

6.


Directors' remuneration

2024
2023
$
$

Directors' emoluments
686,000
748,837

Group contributions to defined contribution pension schemes
1,232
1,722

687,232
750,559


During the year retirement benefits were accruing to 1 director (2023 - 2) in respect of defined contribution pension schemes.

The highest paid director received remuneration of $315,792 (2023 - $336,627).

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to $NIL (2023 - $NIL).


7.


Operating profit

Operating profit for the year is stated after charging/(crediting):

2024
2023
$
$

Unrealised fair value (gains)/losses on derivatives
(1,022,443)
398,114

Exchange differences apart from those arising on financial instruments measured at fair value through profit or loss
1,910,177
(927,522)

Research & development costs
-
584,510

Depreciation of owned tangible fixed assets
384,739
374,520

Depreciation of tangible fixed assets held under finance leases
61,077
49,337

Profit on disposal of tangible fixed assets
(16,291)
(23,999)

Amortisation of intangible assets
525,062
369,982

Operating lease charges
959,881
969,613


8.


Auditor's remuneration

During the year, the Group obtained the following services from the Company's auditor and its associates:


2024
2023
$
$

Fees payable to the Company's auditor and its associates for the audit of the consolidated and parent Company's financial statements
219,781
178,359

Fees payable to the Company's auditor and its associates in respect of:

All other non-audit services
-
14,945

Page 45

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

9.


Interest receivable

2024
2023
$
$


Other interest income
19,972
42,080

19,972
42,080


10.


Interest payable and similar expenses

2024
2023
$
$


Interest on bank overdrafts and loans
2,369,013
2,111,711

Other interest
-
24

Interest on finance leases and hire purchase contracts
59,085
25,310

Dividends on redeemable preference shares not classified as equity
-
56,515

2,428,098
2,193,560

Page 46

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

11.


Taxation


2024
2023
$
$

Corporation tax


Current tax on profits for the year
24,101
243,596

Adjustments in respect of previous periods
(103,078)
300,007


(78,977)
543,603

Foreign tax


Foreign tax on income for the year
368,958
614,626

368,958
614,626

Total current tax
289,981
1,158,229

Deferred tax


Origination and reversal of timing differences
173,769
(253,456)

Total deferred tax
173,769
(253,456)


463,750
904,773
Page 47

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024
 
11.Taxation (continued)


Factors affecting tax charge for the year

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

2024
2023
$
$


Profit on ordinary activities before tax
764,605
2,428,168


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 25%)
191,151
607,042

Effects of:


Tax effect of expenses that are not deductible in determining taxable profit
236,390
2,320

Adjustments in respect of prior years
(103,078)
300,007

Effect of subsidiaries operating in foreign jurisdictions on tax charge
77,743
249,351

Other timing differences
61,544
(253,947)

Total tax charge for the year
463,750
904,773


12.


Dividends

2024
2023
$
$


Final paid
380,000
-

380,000
-

Page 48

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

13.


Intangible assets

Group





Goodwill
Software
Total

$
$
$



Cost


At 1 January 2024
138,368
2,416,552
2,554,920


Additions
-
339,380
339,380


Disposals
-
(8,711)
(8,711)


Foreign exchange movement
-
155,894
155,894



At 31 December 2024

138,368
2,903,115
3,041,483



Amortisation


At 1 January 2024
138,368
1,083,675
1,222,043


Amortisation charged for the year
-
565,387
565,387


On disposals
-
(8,711)
(8,711)


Foreign exchange movement
-
125,705
125,705



At 31 December 2024

138,368
1,766,056
1,904,424



Net book value



At 31 December 2024
-
1,137,059
1,137,059



At 31 December 2023
-
1,332,877
1,332,877



Page 49

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024
 
           13.Intangible assets (continued)

Company




Computer software

$



Cost


At 1 January 2024
2,400,055


Additions
292,609



At 31 December 2024

2,692,664



Amortisation


At 1 January 2024
1,067,635


Charge for the year
504,011



At 31 December 2024

1,571,646



Net book value



At 31 December 2024
1,121,018



At 31 December 2023
1,332,420

Page 50

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

14.


Tangible fixed assets

Group






Leasehold land and buildings
Plant & equipment
Motor vehicles
Fixtures & fittings
Other fixed assets
Total

$
$
$
$
$
$



Cost or valuation


At 1 January 2024
944,195
2,553,650
399,183
714,130
13,704
4,624,862


Additions
443,616
1,244,591
44,959
69,323
-
1,802,489


Disposals
(156,872)
(21,835)
(121,111)
(31,082)
-
(330,900)


Transfers between classes
(15,022)
73,035
57,015
(117,173)
2,145
-


Foreign exchange movement
(65,337)
(184,703)
(32,079)
(41,977)
(1,113)
(325,209)



At 31 December 2024

1,150,580
3,664,738
347,967
593,221
14,736
5,771,242



Depreciation


At 1 January 2024
706,605
1,468,048
131,266
421,797
13,704
2,741,420


Charge for the year
80,994
429,205
45,489
86,055
1,464
643,207


Disposals
(7,979)
(20,187)
(43,944)
(26,871)
-
(98,981)


Transfers between classes
(211,397)
32,994
117,897
63,147
(2,641)
-


Foreign exchange movement
(67,376)
(204,225)
(33,900)
(65,979)
(1,505)
(372,985)



At 31 December 2024

500,847
1,705,835
216,808
478,149
11,022
2,912,661



Net book value



At 31 December 2024
649,733
1,958,903
131,159
115,072
3,714
2,858,581



At 31 December 2023
237,590
1,085,602
267,917
292,333
-
1,883,442

Page 51

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

           14.Tangible fixed assets (continued)


Company






Leasehold land and buildings
Fixtures & fittings
Total

$
$
$

Cost or valuation


At 1 January 2024
15,042
222,630
237,672


Additions
-
7,998
7,998


Disposals
-
(151,012)
(151,012)



At 31 December 2024

15,042
79,616
94,658



Depreciation


At 1 January 2024
15,042
210,704
225,746


Charge for the year
-
4,972
4,972


Disposals
-
(151,011)
(151,011)



At 31 December 2024

15,042
64,665
79,707



Net book value



At 31 December 2024
-
14,951
14,951



At 31 December 2023
-
11,926
11,926

The Group's land and buildings includes $150,000 (2023: $150,000) of land which is not depreciated.






Page 52

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

15.


Fixed asset investments

Group





Investments in associates
Other fixed asset investments
Total

$
$
$



Cost or valuation


At 1 January 2024
150,919
63,326
214,245


Disposals
(150,919)
-
(150,919)



At 31 December 2024
-
63,326
63,326




Company





Shares in group undertakings and participating interests

$



Cost or valuation


At 1 January 2024
2,695,887


Additions
2,224,856


Disposals
(150,919)



At 31 December 2024
4,769,824




Page 53

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Principal activity

Class of shares

Holding

Caravela Colombia S.A.S
Carrera 21, 86-19 Barrio el Polo, Bogota, Colombia 111211
Purchase of parchment coffee, milling and export of green coffee
Common
99.41%
Caravela Coffee LLC
1330 Rayford Park Road, Suite B, Spring, TX 77386, USA
Import and distribution of coffees
Common
100.00%
Caravela Coffee Australia Pacific Pty Ltd
33 North Head Scenic Drive, Manly, NSW 2095, Australia
Import and distribution of coffees
Common
100.00%
Caravela Mesoamerica S.A de C.V
KM 111, Carreta a Meapan, Santa Ana, El Salvador
Purchase of parchment coffee, milling and export of green coffee
Common
100.00%
Caravela Nicaragua S.A
Salida a Monzonte, Frenta al Porton de Madesa Ocotal, Nueva Segovia, Nicaragua
Purchase of parchment coffee, milling and export of green coffee
Common
99.73%
Caravela-Ecuador S.A.
Calle El Arenal, 80-2 Y Panamericana Norte, Quito, Ecuador
Purchase of parchment coffee, milling and export of green coffee
Common
 99.75%
Caravela Peru S.A.C.
Ca. Mariscal Lar Mar No.652, Miraflores, Lima, L18, Peru
Purchase of parchment coffee, milling and export of green coffee
Common
100.00%
Agroalimentos Caravela de Mexico S.A. de C.V.
Av. Ferrocarrli No.16, San Jacinto Amilpas Grabjas y Huertos Brenamiel, 68285, Mexico
Purchase of parchment coffee, milling and export of green coffee
Common
100.00%
Caravela Asia Limited
106 Da'an District, Taipei City, Taiwan
Import and distribution of coffees
Common
100.00%
Caravela Guatemala S.A.
4a Calle C 3-72, Sector A-5 zona 8 Mixco, San Cristobal I, Guatemala
Purchase of parchment coffee, milling and export of green coffee
Common
100.00%
Caravela Europe B.V.
Daalsesingel 51, 3511SW Utrecht
Import and distribution of coffees
Common
100.00%
Caravela Coffee Europe Ltd
The Black Church, St. Mary's Place, Dublin 7, Ireland
Import and distribution of coffees
Common
100.00%

During the year, the Group disposed of its 29% holding in Tropicalia Coffee Co SAS, an associate registered in Calle 81 A 23, Bogota, for total consideration of 666 million Colombian Peso (approximately USD 166 thousand).

Page 54

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

16.


Stocks

Group

Group
Company

Company

2024
2023
2024
2023
$
$
$
$

Finished goods and goods for resale
13,585,722
13,968,498
1,887,710
1,864,613

13,585,722
13,968,498
1,887,710
1,864,613


Inventory is stated after a provision for impairment of $148,782 (2023: $520,951).
Inventory of $13,585,722 (2023: $13,968,498) was pledged as security for the Group's bank loans.


17.


Debtors

Group
Group
Company
Company
2024
2023
2024
2023
$
$
$
$

Due after more than one year

Other debtors
105,665
107,739
35,339
35,339

Deferred taxation
260,260
-
-
-

Derivative financial instruments
67,894
-
67,894
-

433,819
107,739
103,233
35,339


Group
Group
Company
Company
2024
2023
2024
2023
$
$
$
$

Due within one year

Trade debtors
4,501,134
5,511,351
1,099,505
858,653

Amounts owed by group undertakings
-
-
15,868,079
22,682,442

Other debtors
2,204,639
2,270,616
176,254
240,736

Prepayments and accrued income
672,666
1,019,043
93,664
144,380

Deferred taxation
659,641
1,451,950
-
-

Derivative financial instruments
689,728
523,031
531,426
523,031

8,727,808
10,775,991
17,768,928
24,449,242


Page 55

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

18.


Cash and cash equivalents

Group
Group
Company
Company
2024
2023
2024
2023
$
$
$
$

Cash at bank and in hand
6,243,015
5,278,759
4,811,110
4,492,273

6,243,015
5,278,759
4,811,110
4,492,273



19.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2024
2023
2024
2023
$
$
$
$

Bank overdrafts
13,744,237
11,824,822
13,744,237
11,824,822

Bank loans
5,230,088
6,743,519
1,782,000
3,041,667

Trade creditors
792,457
1,078,466
125,483
154,003

Amounts owed to group undertakings
-
-
381,673
3,285,756

Corporation tax
385,220
883,159
-
566,414

Other taxation and social security
371,936
392,479
25,361
7,114

Obligations under finance lease and hire purchase contracts
135,132
125,688
-
-

Other creditors
388,466
1,035,262
206,748
309,495

Accruals and deferred income
419,141
557,461
258,581
306,165

Derivative financial instruments
122,370
178,401
111,600
178,401

21,589,047
22,819,257
16,635,683
19,673,837


Amounts owed by group undertakings are unsecured, repayable on demand and accrue interest at an average rate of 6.5%.


20.


Creditors: Amounts falling due after more than one year

Group
Group
2024
2023
$
$

Bank loans
12,287
-

Net obligations under finance leases and hire purchase contracts
999,993
158,437

Other creditors
21,019
-

1,033,299
158,437



Page 56

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

21.


Borrowings


Analysis of the maturity of loans is given below:


Group
Group
Company
Company
2024
2023
2024
2023
$
$
$
$

Amounts falling due within one year

Bank loans
5,230,088
6,743,519
1,782,000
3,041,667

Bank overdrafts
13,744,237
11,824,822
13,744,237
11,824,822


18,974,325
18,568,341
15,526,237
14,866,489

Amounts falling due 1-2 years

Bank loans
12,287
-
-
-



18,986,612
18,568,341
15,526,237
14,866,489


Bank loans
Included in bank loans payable within one year is a unsecured rolling credit facility of $2,000,000, of which $1,182,000 is outstanding short term (2023: $1,500,000). The loan bears interest at 8%.
Also included in bank loans payable and overdrafts within one year is a rolling credit facility split into two tranches, tranche A of $600,000 (2023: $1,400,000) and tranche B covers the overdraft amount secured against inventory afloat, warehouse in imports and cash and cash receivable. These loans are secured against the group's assets. Tranche A bears interest which is fixed fortnightly and tranche B bears interest on a fixed daily basis. Both tranches are repayable on demand.
 
Preference shares
Redeemable preference shares are classed as debt due to the mandatory dividends and redemption rights.
The number of shares in issue are as follows:
Nil (2023: Nil) Redeemable preference shares of $1,000 each
During 2023, 732 redeemable preference shares were redeemed leaving nil in issue at 31 December 2023.
The redeemable preference shares carry no entitlement to vote but the holders have the right to receive capital distributions on a winding up.

Page 57

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

22.


Finance lease obligations


Minimum lease payments under hire purchase fall due as follows:

Group
Group
2024
2023
$
$

Within one year
135,132
125,688

Between 1-5 years
999,993
158,437

1,135,125
284,125

The Group's and Company's finance leases and hire purchase obligations are secured against the assets to which they relate.
Finance lease payments represent rentals payable by the Group for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 5 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

Page 58

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

23.


Financial instruments

Group
Group
2024
2023
$
$

Financial assets

Financial assets measured at fair value through profit or loss
757,622
523,031


Financial liabilities

Financial liabilities measured at fair value through profit or loss
122,370
178,401

Future contracts

The Group requires parchment coffee for its operations and is exposed to adverse coffee price movements when selling and purchasing coffee, as well as increasing coffee prices with regards to its forecasted coffee purchases. The Group therefore uses future contracts to manage its exposure to coffee prices. These future contracts were considered to meet the conditions for hedge accounting and are therefore designated as a cash flow hedge.

The contracts are measured at fair value, which is determined using valuation techniques that utilise observable inputs. The key input used in valuing derivatives is the current market price for coffee and the current spot rate for currency. The Group values the position of its open hedging positions each month at the settle level of the C market and at the closing price of the foreign exchange market. The fair value of the derivative held at 31 December 2024, determined by reference to its market value, was an asset of $757,622 and liability of $122,370 (2023: asset of $523,031 and liability of $178,401) recognised in the statement of financial position.

Hedging gains in the year of $399,712 (2023: losses of $316,634) have been recognised within the operating profit. The balance in the hedging reserve at 31 December 2024 was a gain of $117,450 (2023: gain of $501,799). Certain ineffectiveness can happen during the hedging process. The main sources of hedge ineffectiveness are timing differences between entering into the hedge items and into the hedge instruments. 

The amount previously recognised in other comprehensive income in relation to coffee hedging that has been reclassified to profit and loss during the year, as the hedged items have affected profit and loss during the year are $65,074 (2023: $38,032).

Page 59

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

24.


Deferred taxation


Group



2024
2023


$

$






At beginning of year
1,054,016
962,203


Charged to profit or loss
(173,769)
91,813


Charged to reserves
(275,919)
-



At end of year
604,328
1,054,016

Company


2024
2023


$

$






At beginning of year
(334,793)
(280,939)


Charged to profit or loss
131,244
(53,854)



At end of year
(203,549)
(334,793)

Group

Group
Company

Company
2024
2023
2024
2023
$
$
$
$

Accelerated capital allowances
(173,740)
(240,511)
(285,256)
(334,793)

Tax losses carried forward
353,998
236,436
81,707
-

Unrealised profit on inventories arising on consolidation
424,070
1,058,091
-
-

604,328
1,054,016
(203,549)
(334,793)

Comprising:

Asset - due after one year
260,260
-
-
-

Asset - due within one year
659,641
1,451,950
-
-

Liability
(315,573)
(397,934)
(203,549)
(334,793)

604,328
1,054,016
(203,549)
(334,793)


Page 60

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

25.


Share capital

2024
2023
$
$
Allotted, called up and fully paid



4,599,840 (2023 - 4,599,840) Ordinary shares of £0.010000 ($0.0165) each
75,935
75,935
Nil (2023 - 35,700) C Ordinary shares of £0.010000($0.0123) each
-
440

75,935

76,375

Ordinary shares carry full rights in respect of voting. The holders of the Ordinary shares have the right to participate in any distribution or dividends payable subject to payment of a fixed dividend to the holders of the Redeemable Preference shares and any annual royalty fee payments due on the Redeemable Preference shares. On a winding up, any return of capital or distribution will be payable on the same basis.
On 11 June 2024 all C Ordinary shares were cancelled.



26.


Reserves

Share premium

Consideration received for shares issued above their nominal value net of transaction costs.

Hedging reserve

The effective portion of the cumulative net change in the fair value of cash flow hedging instruments related to hedged transactions that are expected to occur.

Non-controlling interests

Non-controlling interests represents the proportion of net assets of subsidiary companies that are not wholly-owned which are attributable to minority shareholdings of those subsidiary undertakings.

Profit & loss reserves

Cumulative profit and loss net of distributions to owners.


27.


Pension commitments


A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the Group in an independently administered fund. 

During the year the charge to profit or loss in respect of defined contribution schemes was $183,141 (2023: $213,861). 

At the reporting date, contributions of $18,017 (2023: $26,644) remained outstanding and are included within other creditors.

Page 61

 
CARAVELA LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2024

28.


Commitments under operating leases

At 31 December 2024 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
Company
Company
2024
2023
2024
2023
$
$
$
$

Within 1 year
686,112
748,835
82,095
666,129

Between 1 and 5 years
1,268,095
973,956
-
1,764,699

1,954,207
1,722,791
82,095
2,430,828


29.


Events after the reporting date

On 21 February 2025 the Group renewed one of its financing facilities, used for the purchase of parchment coffee in Peru and Mexico. The facility amount was renewed for $2 million, which is the same amount as the prior renewal in 2024.


30.


Related party transactions

Remuneration of key management personnel

The remuneration of key management personnel of the Group is $2,089,857 (2023: $2,132,158).

Transactions with related parties - Company


2024
2023
$
$

Purchases
Subsidiary companies that are not wholly owned
22,207,021
24,678,376
Amounts due from related parties
Subsidiary companies that are not wholly owned
2,895,543
178,608

All balances due from subsidiaries are repayable on demand.
During the year the Company declared and paid dividends of $380,000 to shareholders.


31.


Controlling party

In the opinion of the Directors, there is no ultimate controlling party.

Page 62