Company registration number SC624958 (Scotland)
Robert Cullen Holdings Limited
Annual report and consolidated financial statements
for the year ended 31 December 2024
Robert Cullen Holdings Limited
Company information
Directors
R MacDonald
D R MacDonald
Company number
SC624958
Registered office
10 Dawsholm Avenue
Dawsholm Industrial Estate
Glasgow
G20 0TS
Auditor
Henderson Loggie LLP
The Vision Building
20 Greenmarket
Dundee
DD1 4QB
Bankers
HSBC
2 Buchanan Street
Glasgow
G1 3LB
Robert Cullen Holdings Limited
Contents
Page
Strategic report
1 - 2
Directors' report
3
Directors' responsibilities statement
4
Independent auditor's report
5 - 8
Group statement of comprehensive income
9
Group balance sheet
10
Company balance sheet
11
Group statement of changes in equity
12
Company statement of changes in equity
13
Group statement of cash flows
14
Company statement of cash flows
15
Notes to the financial statements
16 - 34
Robert Cullen Holdings Limited
Strategic report
for the year ended 31 December 2024
- 1 -

The Directors present the strategic report for the year ended 31 December 2024.

Review of the business

Robert Cullen Holdings Limited acts as a holding company for Robert Cullen Limited (t/a Cullen Sustainable Packaging), one of the world's leading, innovative, conceptual design and packaging manufacturers. We produce a large range of products for the NHS, Industry, and leading Supermarket chains using both corrugate and moulded fibre. The moulded fibre products are made from 100% recycled paper, are 100% biodegradable, 100% compostable, and produced to the highest standard in a new state-of-the-art plant in Glasgow. Cullen is the only company in the UK that can offer both internal and external packaging manufactured from the same facility.

 

Financial review

The directors are satisfied that the group's trading performance for the year has met expectations. Turnover in Robert Cullen Limited of £28.67m has decreased in comparison to £29.25m in 2023. The trading company's gross margin is in line with management expectations.

 

Overall, the group achieved an operating profit of £6.04m (2023 - £5.89m).

 

The group's net profit for the year after taxation was £4.48m (2023 - £4.59m).

 

Financial Key Performance Indicators (KPIs)

The directors use KPIs of gross and net profit margins to review the trading company's performance during the year. KPIs were in line with expectations.

Principal risks and uncertainties

 

Financial Risk Management

Trading activities and major capital expenditure are financed through a mix of cash reserves, hire purchase and finance leasing together with bank borrowings and directors’ loans. The group strictly monitors working capital.

 

Competitive Risk Assessment

The group operates in a competitive environment; however the directors believe that the group, through its continued investment in new products and technology is well placed to continue developing its market share.

 

Environmental Risk Assessment

The directors recognise the group's environmental responsibilities and increasing legislation in this area.

 

The group complies with relevant legislation and also strives to ensure that environmental best practices are adopted. Our mission is to produce the most efficient eco-friendly packaging possible, maximising the natural resources we have available. Global manufacturers see moulded fibre, made from 100% recycled paper, as the most environmentally responsible method of achieving this. Our innovative approach to building our business has seen Cullen patent several new technological processes and designs including recycling the heat and water we use to reduce our effect on the environment and recycling the waste from our corrugated box production to produce recyclable moulded fibre articles ensuring nothing is wasted.

 

Robert Cullen Limited was the first packaging company in the UK to have the EU compostability certificate EN13432.

 

Robert Cullen Holdings Limited
Strategic report (continued)
for the year ended 31 December 2024
- 2 -
Development and performance

The inevitable increase in costs in all areas of the business coupled with the continued uncertainty in the global economy has brought new challenges and the group appreciates the need to be flexible to meet these challenges.

 

The main uncertainties facing the group are the extent to which competitors can gain market share from the group's target markets together with the future costs of paper, labour, energy and fuel.

 

We have seen strong performance in packaging solutions for products that have experienced increased demand from an environmental sustainability perspective and we have had further success in adapting the product range to meet market demands.

On behalf of the board

D R MacDonald
Director
19 August 2025
Robert Cullen Holdings Limited
Directors' report
for the year ended 31 December 2024
- 3 -

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

Principal activities

The principal activity of the group is the manufacture of cardboard boxes, cartons and moulded fibre products.

 

The company acts as a holding company.

Results and dividends

The results for the year are set out on page 9.

Ordinary dividends were paid amounting to £5,000,000. The Directors do not recommend payment of a further dividend.

Directors

The Directors who held office during the year and up to the date of signature of the financial statements were as follows:

R MacDonald
D R MacDonald
Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

Strategic report

Included within the strategic report is an indication of the principal risks and uncertainties including the risks associated with the market conditions, competition, foreign currency risk, and legislative and compliance risks.

On behalf of the board
D R MacDonald
Director
19 August 2025
Robert Cullen Holdings Limited
Directors' responsibilities statement
for the year ended 31 December 2024
- 4 -

The Directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the Directors are required to:

 

 

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

Robert Cullen Holdings Limited
Independent auditor's report
to the members of Robert Cullen Holdings Limited
- 5 -
Opinion

We have audited the financial statements of Robert Cullen Holdings Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows, the company statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

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 UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the Directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and parent company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

 

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

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 report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

Robert Cullen Holdings Limited
Independent auditor's report (continued)
to the members of Robert Cullen Holdings Limited
- 6 -

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

Matters on which we are required to report by exception

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

 

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

Responsibilities of Directors

As explained more fully in the Directors' responsibilities statement, the Directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the Directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the Directors are responsible for assessing the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

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

Robert Cullen Holdings Limited
Independent auditor's report (continued)
to the members of Robert Cullen Holdings Limited
- 7 -

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

 

As part of our planning process:

 

The key procedures we undertook to detect irregularities including fraud during the course of the audit included:

 

Owing to the inherent limitations of an audit, there is an unavoidable risk that some material misstatements in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK). For instance, the further removed non-compliance is from the events and transactions reflected in the financial statements, the less likely the auditor is to become aware of it or to recognise the non-compliance.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Robert Cullen Holdings Limited
Independent auditor's report (continued)
to the members of Robert Cullen Holdings Limited
- 8 -

Use of our report

This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Gavin Black (Senior Statutory Auditor)
For and on behalf of Henderson Loggie LLP
19 August 2025
Chartered Accountants
Statutory Auditor
The Vision Building
20 Greenmarket
Dundee
DD1 4QB
Robert Cullen Holdings Limited
Group statement of comprehensive income
for the year ended 31 December 2024
- 9 -
2024
2023
Notes
£
£
Turnover
3
28,670,640
29,250,022
Cost of sales
(18,108,918)
(19,102,182)
Gross profit
10,561,722
10,147,840
Administrative expenses
(4,519,825)
(4,256,128)
Operating profit
4
6,041,897
5,891,712
Interest receivable and similar income
8
211,700
155,684
Interest payable and similar expenses
9
(282,297)
(277,936)
Profit before taxation
5,971,300
5,769,460
Tax on profit
10
(1,496,199)
(1,180,780)
Profit for the financial year
25
4,475,101
4,588,680
Profit for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.

The profit and loss account has been prepared on the basis that all operations are continuing operations.

Robert Cullen Holdings Limited
Group balance sheet
as at 31 December 2024
31 December 2024
- 10 -
2024
2023
Notes
£
£
£
£
Fixed assets
Goodwill
12
(29,283)
(36,173)
Other intangible assets
12
3,333
7,300
Total intangible assets
(25,950)
(28,873)
Tangible assets
13
8,642,733
7,914,497
8,616,783
7,885,624
Current assets
Stocks
16
1,053,909
942,449
Debtors
17
5,644,028
6,231,165
Cash at bank and in hand
4,486,608
6,452,690
11,184,545
13,626,304
Creditors: amounts falling due within one year
18
(4,173,861)
(5,626,002)
Net current assets
7,010,684
8,000,302
Total assets less current liabilities
15,627,467
15,885,926
Creditors: amounts falling due after more than one year
19
(3,120,300)
(3,020,321)
Provisions for liabilities
Deferred tax liability
22
(1,191,516)
(1,025,055)
(1,191,516)
(1,025,055)
Net assets
11,315,651
11,840,550
Capital and reserves
Called up share capital
24
1
1
Profit and loss reserves
25
11,315,650
11,840,549
Total equity
11,315,651
11,840,550
The financial statements were approved by the board of directors and authorised for issue on 19 August 2025 and are signed on its behalf by:
19 August 2025
D R MacDonald
Director
Company registration number SC624958 (Scotland)
Robert Cullen Holdings Limited
Company balance sheet
as at 31 December 2024
31 December 2024
- 11 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
14
5,042,332
5,042,332
Current assets
Debtors
17
1
1
Cash at bank and in hand
376
556
377
557
Creditors: amounts falling due within one year
18
(43,332)
(43,332)
Net current liabilities
(42,955)
(42,775)
Net assets
4,999,377
4,999,557
Capital and reserves
Called up share capital
24
1
1
Profit and loss reserves
25
4,999,376
4,999,556
Total equity
4,999,377
4,999,557

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £4,999,820 (2023 - £1,999,821 profit).

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 19 August 2025 and are signed on its behalf by:
19 August 2025
D R MacDonald
Director
Company registration number SC624958 (Scotland)
Robert Cullen Holdings Limited
Group statement of changes in equity
for the year ended 31 December 2024
- 12 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 January 2023
1
9,251,869
9,251,870
Year ended 31 December 2023:
Profit and total comprehensive income
-
4,588,680
4,588,680
Dividends
11
-
(2,000,000)
(2,000,000)
Balance at 31 December 2023
1
11,840,549
11,840,550
Year ended 31 December 2024:
Profit and total comprehensive income
-
4,475,101
4,475,101
Dividends
11
-
(5,000,000)
(5,000,000)
Balance at 31 December 2024
1
11,315,650
11,315,651
Robert Cullen Holdings Limited
Company statement of changes in equity
for the year ended 31 December 2024
- 13 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 January 2023
1
4,999,735
4,999,736
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
1,999,821
1,999,821
Dividends
11
-
(2,000,000)
(2,000,000)
Balance at 31 December 2023
1
4,999,556
4,999,557
Year ended 31 December 2024:
Profit and total comprehensive income
-
4,999,820
4,999,820
Dividends
11
-
(5,000,000)
(5,000,000)
Balance at 31 December 2024
1
4,999,376
4,999,377
Robert Cullen Holdings Limited
Group statement of cash flows
for the year ended 31 December 2024
- 14 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
31
6,791,412
7,374,420
Interest paid
(282,297)
(277,936)
Income taxes paid
(1,115,239)
(748,044)
Net cash inflow from operating activities
5,393,876
6,348,440
Investing activities
Purchase of tangible fixed assets
(1,603,788)
(1,533,274)
Interest received
211,700
155,684
Net cash used in investing activities
(1,392,088)
(1,377,590)
Financing activities
Repayment of other borrowings
(1,070,612)
-
Repayment of bank loans
(178,453)
(146,193)
Proceeds from other borrowings
-
464,920
Payment of finance leases obligations
281,195
(159,920)
Dividends paid to equity shareholders
(5,000,000)
(2,000,000)
Net cash used in financing activities
(5,967,870)
(1,841,193)
Net (decrease)/increase in cash and cash equivalents
(1,966,082)
3,129,657
Cash and cash equivalents at beginning of year
6,452,690
3,323,033
Cash and cash equivalents at end of year
4,486,608
6,452,690
Robert Cullen Holdings Limited
Company statement of cash flows
for the year ended 31 December 2024
- 15 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash absorbed by operations
32
(180)
(179)
Investing activities
Dividends received
5,000,000
2,000,000
Net cash generated from investing activities
5,000,000
2,000,000
Financing activities
Dividends paid to equity shareholders
(5,000,000)
(2,000,000)
Net cash used in financing activities
(5,000,000)
(2,000,000)
Net decrease in cash and cash equivalents
(180)
(179)
Cash and cash equivalents at beginning of year
556
735
Cash and cash equivalents at end of year
376
556
Robert Cullen Holdings Limited
Notes to the group financial statements
for the year ended 31 December 2024
- 16 -
1
Accounting policies
Company information

Robert Cullen Holdings Ltd (“the company”) is a private limited company domiciled and incorporated in Scotland. The registered office is 10 Dawsholm Avenue, Dawsholm Industrial Estate, Glasgow, G20 0TS.

 

The group consists of Robert Cullen Holdings Ltd and all of its subsidiaries.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention.

1.2
Business combinations

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

 

Negative goodwill represents the excess of the fair value of net assets acquired over the cost of acquisition of subsidiaries. Negative goodwill is amortised to match the treatment of the monetary and non-monetary assets and liabilities acquired.

 

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

1.3
Basis of consolidation

The consolidated financial statements incorporate those of Robert Cullen Holdings Limited and all of its subsidiaries (ie 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.

Robert Cullen Holdings Limited
Notes to the group financial statements (continued)
for the year ended 31 December 2024
1
Accounting policies (continued)
- 17 -
1.4
Going concern

At the time of approving the financial statements, the Directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the Directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.5
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

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

1.6
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 accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 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.

1.7
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date 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 or valuation of assets less their residual values over their useful lives on the following bases:

Patents & licences
10% on a straight line basis
1.8
Tangible fixed assets

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

Robert Cullen Holdings Limited
Notes to the group financial statements (continued)
for the year ended 31 December 2024
1
Accounting policies (continued)
- 18 -

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

Freehold land and buildings
2-10% on a straight line basis
Plant and equipment
10-25% on a straight line basis
Motor vehicles
25% on a reducing line basis
Fibre moulds
25% on a straight line basis

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

1.9
Fixed asset investments

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

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

1.10
Impairment of fixed assets

At each reporting period 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.

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

 

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

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

1.11
Stocks

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

Robert Cullen Holdings Limited
Notes to the group financial statements (continued)
for the year ended 31 December 2024
1
Accounting policies (continued)
- 19 -

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

1.12
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.13
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 balance sheet when the group becomes party to the contractual provisions of the instrument.

 

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

Basic financial assets

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

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 recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

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.

Derecognition of financial assets

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

Classification of financial liabilities

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

Robert Cullen Holdings Limited
Notes to the group financial statements (continued)
for the year ended 31 December 2024
1
Accounting policies (continued)
- 20 -
Basic financial liabilities

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

 

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

 

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

Derecognition of financial liabilities

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

1.14
Equity instruments

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

1.15
Taxation

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

Current tax

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

Deferred tax

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

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

Robert Cullen Holdings Limited
Notes to the group financial statements (continued)
for the year ended 31 December 2024
1
Accounting policies (continued)
- 21 -
1.16
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.

 

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

1.17
Retirement benefits

The company operates a defined contribution scheme for the benefit of its employees. The assets of the scheme are held separately from those of the company in an independently administered fund. Contributions payable are charged to the profit and loss account in the year they are payable.

1.18
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 is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is 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.

1.19
Foreign exchange

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

Robert Cullen Holdings Limited
Notes to the group financial statements (continued)
for the year ended 31 December 2024
- 22 -
2
Judgements and key sources of estimation uncertainty

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

 

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

Critical judgements
Stock

In arriving at the valuation of stock it may be necessary for management to make an assessment over the carrying value of stock items and, where applicable, apply a provision to amend this carrying value to a more accurate level. These provisions are arrived at using management's knowledge and understanding of the business and the industry in which it operates and focuses on potentially obsolete or old items for which the full value may no longer be recoverable.

3
Turnover and other revenue
2024
2023
£
£
Turnover analysed by class of business
Principal activity
28,670,640
29,250,022
2024
2023
£
£
Other significant revenue
Interest income
211,700
155,684
2024
2023
£
£
Turnover analysed by geographical market
United Kingdom
25,606,578
26,516,602
Europe
2,897,489
2,489,820
Rest of the World
166,573
243,600
28,670,640
29,250,022
Robert Cullen Holdings Limited
Notes to the group financial statements (continued)
for the year ended 31 December 2024
- 23 -
4
Operating profit
2024
2023
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange (gains)/losses
(240)
60
Depreciation of owned tangible fixed assets
639,403
687,965
Depreciation of tangible fixed assets held under finance leases
236,149
197,705
Amortisation of intangible assets
(2,923)
(2,225)
Operating lease charges
97,925
91,597
5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
18,765
17,375
6
Employees

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

Group
2024
2023
Number
Number
165
164
Total
165
164

Their aggregate remuneration comprised:

Group
2024
2023
£
£
Wages and salaries
5,920,165
5,576,317
Social security costs
596,034
562,429
Pension costs
249,613
190,170
6,765,812
6,328,916
7
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
45,000
45,000
Robert Cullen Holdings Limited
Notes to the group financial statements (continued)
for the year ended 31 December 2024
7
Directors' remuneration (continued)
- 24 -

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 1 (2023 - 1)

8
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
211,700
155,684
2024
2023
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
211,700
155,684
9
Interest payable and similar expenses
2024
2023
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
177,120
173,853
Other finance costs:
Interest on finance leases and hire purchase contracts
32,647
22,567
Other interest
72,530
81,516
Total finance costs
282,297
277,936
10
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
1,338,716
1,197,822
Adjustments in respect of prior periods
(8,978)
(308,552)
Total current tax
1,329,738
889,270
Deferred tax
Origination and reversal of timing differences
166,461
334,700
Adjustment in respect of prior periods
-
0
(43,190)
Total deferred tax
166,461
291,510
Total tax charge
1,496,199
1,180,780
Robert Cullen Holdings Limited
Notes to the group financial statements (continued)
for the year ended 31 December 2024
10
Taxation (continued)
- 25 -

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2024
2023
£
£
Profit before taxation
5,971,300
5,769,460
Expected tax charge based on the standard rate of corporation tax in the UK of 25% (2023: 24%)
1,492,825
1,356,977
Tax effect of expenses that are not deductible in determining taxable profit
14,074
27,397
Adjustments in respect of prior years
(8,978)
-
0
Depreciation on assets not qualifying for tax allowances
-
0
11,727
Amortisation on assets not qualifying for tax allowances
(1,722)
(1,621)
Deferred tax adjustments in respect of prior years
-
0
(43,190)
Finance lease depreciation credits
-
0
(9,390)
Effect of change in deferred tax rate
-
0
5,887
R&D tax credits
-
(167,007)
Taxation charge
1,496,199
1,180,780
11
Dividends
2024
2023
Recognised as distributions to equity holders:
£
£
Final paid
5,000,000
2,000,000
Robert Cullen Holdings Limited
Notes to the group financial statements (continued)
for the year ended 31 December 2024
- 26 -
12
Intangible fixed assets
Group
Goodwill
Patents & licences
Total
£
£
£
Cost
At 1 January 2024 and 31 December 2024
(68,901)
30,194
(38,707)
Amortisation and impairment
At 1 January 2024
(32,728)
22,894
(9,834)
Amortisation charged for the year
(6,890)
3,967
(2,923)
At 31 December 2024
(39,618)
26,861
(12,757)
Carrying amount
At 31 December 2024
(29,283)
3,333
(25,950)
At 31 December 2023
(36,173)
7,300
(28,873)
The company had no intangible fixed assets at 31 December 2024 or 31 December 2023.
13
Tangible fixed assets
Group
Freehold land and buildings
Assets under construction
Plant and equipment
Motor vehicles
Fibre moulds
Total
£
£
£
£
£
£
Cost
At 1 January 2024
1,937,320
3,121,770
6,836,859
35,774
366,624
12,298,347
Additions
5,235
397,484
1,034,343
-
0
166,726
1,603,788
Transfers
1,768,105
(1,879,391)
111,286
-
0
-
0
-
0
At 31 December 2024
3,710,660
1,639,863
7,982,488
35,774
533,350
13,902,135
Depreciation and impairment
At 1 January 2024
313,473
-
0
3,998,117
10,620
61,640
4,383,850
Depreciation charged in the year
59,842
-
0
702,067
6,289
107,354
875,552
At 31 December 2024
373,315
-
0
4,700,184
16,909
168,994
5,259,402
Carrying amount
At 31 December 2024
3,337,345
1,639,863
3,282,304
18,865
364,356
8,642,733
At 31 December 2023
1,623,847
3,121,770
2,838,742
25,154
304,984
7,914,497
The company had no tangible fixed assets at 31 December 2024 or 31 December 2023.
Robert Cullen Holdings Limited
Notes to the group financial statements (continued)
for the year ended 31 December 2024
13
Tangible fixed assets (continued)
- 27 -

The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.

Group
Company
2024
2023
2024
2023
£
£
£
£
Plant and equipment
1,923,484
1,349,290
-
0
-
0
14
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
15
-
0
-
0
5,042,332
5,042,332
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2024 and 31 December 2024
5,042,332
Carrying amount
At 31 December 2024
5,042,332
At 31 December 2023
5,042,332
15
Subsidiaries

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

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Robert Cullen Limited
Scotland
Ordinary
100
Robert Cullen Holdings Limited
Notes to the group financial statements (continued)
for the year ended 31 December 2024
- 28 -
16
Stocks
Group
Company
2024
2023
2024
2023
£
£
£
£
Raw materials and consumables
365,390
250,352
-
-
Work in progress
61,442
107,931
-
-
Finished goods and goods for resale
627,077
584,166
-
0
-
0
1,053,909
942,449
-
-
17
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
5,191,239
5,101,303
-
0
-
0
Other debtors
1
1
1
1
Prepayments and accrued income
452,788
1,129,861
-
0
-
0
5,644,028
6,231,165
1
1
18
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans
20
226,726
158,504
-
0
-
0
Obligations under finance leases
21
282,327
347,786
-
0
-
0
Other borrowings
20
235,279
1,305,891
-
0
-
0
Trade creditors
1,165,604
1,729,437
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
43,332
43,332
Corporation tax payable
1,246,014
1,031,515
-
0
-
0
Other taxation and social security
666,319
722,384
-
-
Accruals and deferred income
351,592
330,485
-
0
-
0
4,173,861
5,626,002
43,332
43,332
Robert Cullen Holdings Limited
Notes to the group financial statements (continued)
for the year ended 31 December 2024
- 29 -
19
Creditors: amounts falling due after more than one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans and overdrafts
20
1,962,112
2,208,787
-
0
-
0
Obligations under finance leases
21
558,188
211,534
-
0
-
0
Other borrowings
20
600,000
600,000
-
0
-
0
3,120,300
3,020,321
-
-
Amounts included above which fall due after five years are as follows:
Payable by instalments
952,936
1,505,846
-
-
20
Loans and overdrafts
Group
Company
2024
2023
2024
2023
£
£
£
£
Bank loans
2,188,838
2,367,291
-
0
-
0
Other loans
835,279
1,905,891
-
0
-
0
3,024,117
4,273,182
-
-
Payable within one year
462,005
1,464,395
-
0
-
0
Payable after one year
2,562,112
2,808,787
-
0
-
0

The bank term loans and overdraft facility are secured by a bond and floating charge over Robert Cullen Limited's assets and undertakings and by a standard security over the its heritable property.

 

The company is party to an unlimited inter-company guarantee, along with Robert Cullen Limited to HSBC for borrowings.

The bank term loan amounted to £2,188,838 (2023 - £2,367,291) at year end. £2,200,000 was advanced in 2018 and is repayable over 15 years. The loan is repayable on a monthly capital and interest basis with the final repayment due to be made in February 2033. Interest is charged at 2.7% above bank base rate. A further £900,000 loan was advanced in 2022 and is repayable over 12 years. The loan is repayable on a monthly capital and interest basis with the final repayment due to be made in March 2034. Interest is charged at 2.2% above bank base rate

 

Other loans represent a Director's loan (see note 30).

Robert Cullen Holdings Limited
Notes to the group financial statements (continued)
for the year ended 31 December 2024
- 30 -
21
Finance lease obligations
Group
Company
2024
2023
2024
2023
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
282,327
347,786
-
0
-
0
In two to five years
558,188
211,534
-
0
-
0
840,515
559,320
-
-

Finance lease payments represent rentals payable by the company 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 4 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

 

The leases are secured against the assets concerned.

22
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
2024
2023
Group
£
£
Accelerated capital allowances
1,235,130
1,069,285
Other
(43,614)
(44,230)
1,191,516
1,025,055
The company has no deferred tax assets or liabilities.
Group
Company
2024
2024
Movements in the year:
£
£
Liability at 1 January 2024
1,025,055
-
Charge to profit or loss
166,461
-
Liability at 31 December 2024
1,191,516
-

 

Robert Cullen Holdings Limited
Notes to the group financial statements (continued)
for the year ended 31 December 2024
- 31 -
23
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
249,613
190,170

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.

24
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
1
1
1
1
25
Profit and loss reserves

Profit and loss reserves include all current and prior period retained profits and losses.

26
Operating lease commitments
Lessee

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

Group
Company
2024
2023
2024
2023
£
£
£
£
Within one year
93,896
90,806
-
-
Between two and five years
56,578
132,334
-
-
150,474
223,140
-
-
27
Capital commitments

Amounts contracted for but not provided in the financial statements:

Group
Company
2024
2023
2024
2023
£
£
£
£
Acquisition of tangible fixed assets
-
693,000
-
-
Robert Cullen Holdings Limited
Notes to the group financial statements (continued)
for the year ended 31 December 2024
- 32 -
28
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel is as follows.

2024
2023
£
£
Aggregate compensation
284,812
256,784
Transactions with related parties

The following amounts were outstanding at the reporting end date:

Amounts due to related parties
2024
2023
£
£
Group
Other related parties
221,451
176,920
29
Controlling party

The ultimate controlling party of Robert Cullen Holdings Limited is D R MacDonald.

30
Directors' transactions

There are no set repayment terms for the director's loan advanced, however, £600,000 is deemed to be due in more than one year with the balance remaining due in less than one year.

Description
% Rate
Opening balance
Amounts advanced
Amounts repaid
Closing balance
£
£
£
£
Director's Loan
4.25
1,905,891
52,000
(1,122,612)
835,279
1,905,891
52,000
(1,122,612)
835,279
Robert Cullen Holdings Limited
Notes to the group financial statements (continued)
for the year ended 31 December 2024
- 33 -
31
Cash generated from group operations
2024
2023
£
£
Profit for the year after tax
4,475,101
4,588,680
Adjustments for:
Taxation charged
1,496,199
1,180,780
Finance costs
282,297
277,936
Investment income
(211,700)
(155,684)
Amortisation and impairment of intangible assets
(2,923)
(2,225)
Depreciation and impairment of tangible fixed assets
875,552
885,670
Movements in working capital:
(Increase)/decrease in stocks
(111,460)
77,475
Decrease in debtors
587,137
26,720
(Decrease)/increase in creditors
(598,791)
495,068
Cash generated from operations
6,791,412
7,374,420
32
Cash absorbed by operations - company
2024
2023
£
£
Profit for the year after tax
4,999,820
1,999,821
Adjustments for:
Investment income
(5,000,000)
(2,000,000)
Cash absorbed by operations
(180)
(179)
33
Analysis of changes in net funds - group
1 January 2024
Cash flows
31 December 2024
£
£
£
Cash at bank and in hand
6,452,690
(1,966,082)
4,486,608
Borrowings excluding overdrafts
(4,273,182)
1,249,065
(3,024,117)
Obligations under finance leases
(559,320)
(281,195)
(840,515)
1,620,188
(998,212)
621,976
Robert Cullen Holdings Limited
Notes to the group financial statements (continued)
for the year ended 31 December 2024
- 34 -
34
Analysis of changes in net funds - company
1 January 2024
Cash flows
31 December 2024
£
£
£
Cash at bank and in hand
556
(180)
376
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