| REGISTERED NUMBER: |
| Strategic Report, Report of the Directors and |
| Financial Statements for the Year Ended 31 December 2024 |
| for |
| Mazdehee Tea Company,Limited(The) |
| REGISTERED NUMBER: |
| Strategic Report, Report of the Directors and |
| Financial Statements for the Year Ended 31 December 2024 |
| for |
| Mazdehee Tea Company,Limited(The) |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Contents of the Financial Statements |
| for the Year Ended 31 December 2024 |
| Page |
| Company Information | 1 |
| Strategic Report | 2 |
| Report of the Directors | 4 |
| Independent Auditors' Report | 8 |
| Income Statement | 12 |
| Statement of Comprehensive Income | 13 |
| Statement of Financial Position | 14 |
| Statement of Changes in Equity | 16 |
| Statement of Cash Flows | 17 |
| Notes to the Statement of Cash Flows | 18 |
| Notes to the Financial Statements | 19 |
| Mazdehee Tea Company,Limited(The) |
| Company Information |
| for the Year Ended 31 December 2024 |
| DIRECTORS: |
| SECRETARY: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| SENIOR STATUTORY AUDITOR: |
| INDEPENDENT AUDITORS: |
| 1 New Street Square |
| London |
| EC4A 3HQ |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Strategic Report |
| for the Year Ended 31 December 2024 |
| The directors present their strategic report for the year ended 31 December 2024. |
| REVIEW OF BUSINESS, FUTURE DEVELOPMENTS AND KEY PERFORMANCE INDICATORS |
| The Company continues to operate as a grower and manufacturer of tea in Bangladesh and is expected to do so in the future. The results for the year and the financial position of the Company are as shown in the attached financial statements. |
| In 2024 tea production was 1.3 mkg (31 December 2023: 1.18 mkg), sales volume 1.3 mkg (31 December 2023:0.9 mkg), revenue £1.7m (31 December 2023: £1.5m) and operating loss £0.1m (31 December 2023: loss £0.4m). |
| Management reviews monthly reports with a range of financial and other indicators to monitor the performance of its operations. This includes data on sales prices and volumes, costs of production and crop volumes against budget and on a per unit basis. Rainfall and other climate data are also considered. |
| 2024 saw record production for our estate crop, up 11% on prior year. Crop increased further due to favourable weather conditions. Timely rainfall during the growing season contributed positively to crop development, helping maintain the upward trend in yield. It also reflects a return on investment from replanting and infilling done in preceding years meaning our production in Bangladesh has steadily increased over the years. Increased crop among many producers and continued growth in the smallholder sector, the Bangladeshi tea market remained well-supplied in 2024. Nonetheless, the overall gains seen by individual estates took place within a context of declining national production. Bangladesh's total tea production in 2024 fell to 93.04 mkg, down from the previous year's record of 102.92 mkg. According to the Bangladesh Tea Board, this decrease was primarily due to adverse weather conditions and labor disruptions in certain regions. The bought leaf sector continues to be unregulated and is increasing annually. Despite the national decline, higher carry-forward stocks from 2023 and steady production levels among several producers contributed to an oversupplied market. This oversupply, combined with weakened demand for older season stock, exerted downward pressure on prices-resulting in an 8.5% decrease in our average net selling price compared to the previous year. |
| In August 2023, the government established a Wages Board for the tea industry and announced that wage increases from 2024 would be at 5% per annum effective in August each year. This provides some stability to costs for the future, but the need to increase productivity must also be addressed by the industry. Plantation in 2024 increased; however, the extent of new planting was constrained by limited funds and dry, hot weather during the planting season, which affected planting operations. There was no uprooting activity during the year, consistent with the previous year. The start to the new season appears to be progressing in line with expectations. The market, however, is still heavily supplied with last year's brought forward stocks and prices for these have been very low. The new season teas are expected to see better prices, but this could be somewhat subdued by the levels of tea in the market. |
| Capital gain of £0.5m recognized from disposal of United Finance Limited and United Insurance Limited investment. |
| Higher finance costs in 2024 resulted from increased borrowings and higher interest rates. This trend is expected to persist through 2025. The weakening of the Bangladesh Taka against the British Pound persisted throughout 2023 and into 2024, impacting reported results and exacerbating losses during a period of low sales prices and increasing costs. |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Strategic Report |
| for the Year Ended 31 December 2024 |
| PRINCIPAL RISKS AND UNCERTAINTIES |
| The Company grows and manufactures tea in Bangladesh, and is a wholly owned subsidiary of Camellia Plc and as such the principal risks and uncertainties, key performance indicators, strategy and business model are in line with those of the group as a whole as disclosed in respect of Agriculture. A review of the principal risks and uncertainties, strategy and business model of Camellia Plc group can be found in Camellia Plc's Annual Report and Accounts. |
| The nature of the Company's principal activity is such that the Board takes a long-term view on its operations. The Board receives monthly data on sales prices and volumes, cost of production and crop yields against budget. Rainfall and other climate data are also reviewed. |
| SECTION 172(1) STATEMENT |
| This section 172 statement should be read in conjunction with this Strategic Report and the Statement of Directors' Responsibilities. |
| In performing their duty under section 172(1) (a) to (f) of the Companies Act 2006, Directors have acted in a way that they have considered, in good faith, to promote the success of the Company, whilst carefully considering the interests of shareholders and its employees, in consultation with the managing agent. |
| ON BEHALF OF THE BOARD: |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Report of the Directors |
| for the Year Ended 31 December 2024 |
| The directors present their report with the financial statements of the Company for the year ended 31 December 2024. |
| PRINCIPAL ACTIVITY |
| The principal activity of the Company in the year under review was that of growing and manufacturing tea in Bangladesh. |
| DIVIDENDS |
| No dividends will be distributed for the year ended 31 December 2024. |
| FUTURE DEVELOPMENTS |
| A statement on future developments is included in the strategic report. |
| EVENTS SINCE THE END OF THE YEAR |
| Information relating to events since the end of the year is given in the notes to the financial statements. |
| DIRECTORS |
| Other changes in directors holding office are as follows: |
| FINANCIAL RISK MANAGEMENT |
| Information on the Company’s financial risk management objectives and policies and on the exposure of the Company to relevant risks in respect of financial instruments is given in the notes to the financial statements. |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Report of the Directors |
| for the Year Ended 31 December 2024 |
| GOING CONCERN |
| As set out in the Strategic Report, our business is currently operating broadly as normal. |
| The Directors, at the time of approving the financial statements, considered the Company's business activities together with the main trends and factors likely to affect the Company, and the most recent business performance of the Company. |
| The Directors have considered the current trading environment, including the potential impact of the conflicts in Ukraine and Israel on the business over the next 15 months. The Board has also assessed the implications of the new USA tariffs and concluded that, while the effects remain uncertain, they are not expected to have a materially adverse impact on the Company, as all produce is sold within the domestic market of Bangladesh. |
| A range of variables that could affect revenue, profits, and cash flows has been considered. Given the nature of the business and our experience of trading through similar geopolitical disruptions, the Directors expect the business to continue operating broadly in line with current performance. |
| We have considered several variables which may impact on revenue, profits and cash flows. In light of the nature of our business and our experience of trading through the Ukraine and Israel conflicts, we expect the business to operate broadly as currently. |
| We have modelled various severe but plausible scenarios using assumptions including the combined effect of reduced sales volumes and sales prices for tea during 2025 and into 2026. The revenue and operational impact of such volume and price reductions would have a substantially negative impact on Company profitability. |
| Historically in the tea sector, restrictions on, or reductions in the supply of tea, have led to higher selling prices. However, for prudence for the purposes of our downside scenario planning, we have not reflected increased selling prices for tea nor any significant reduction to our operating cost base. |
| Lawrie Group plc confirmed that it will continue to support the Company up to a maximum funding limit of £0.2m, to enable it to continue trading in a reasonable worst case scenario for a period lasting at least 12 months from the date of approving these financial statements. |
| Under both the base case and the downside scenarios, the Company is expected to have sufficient headroom relative to the funding available to it. |
| The Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for at least 12 months from the date of approving the financial statements. The Directors therefore continue to adopt the going concern basis in preparing the financial statements. |
| INSURANCE |
| Camellia Plc purchases insurance to cover its Directors and officers, and those of its subsidiaries in respect of legal actions against them in their capacity as Directors of the Company. All Directors have access to independent professional advice at the Company's expense. |
| REVIEW OF BUSINESS |
| The Company undertakes its principle activities through a branch in Bangladesh. |
| EMPLOYEES |
| The Company's policy is to consult and discuss with employees on any matters likely to affect their interests. It is also company policy that due consideration be given to employment applications received from disabled persons and to give employees who become disabled every opportunity to continue their employment. Information on matters of concern to employees is given through regular bulletins, notices and briefings, in order to achieve a common awareness of the financial and economic factors affecting the performance of the Company. |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Report of the Directors |
| for the Year Ended 31 December 2024 |
| STATEMENT OF CORPORATE GOVERNANCE ARRANGEMENTS |
| The Board comprises six directors, two of whom are executive directors, three are non-executive directors and one is an independent non-executive directors. The Board met throughout the year. Members of the Board also liaised throughout the year with the shareholder. |
| The Company's operations are exclusively undertaken in Bangladesh and as such it has not adopted a UK corporate governance code. No board committees have been constituted. The management of the day to day operation of the business is managed by Duncan Brothers (Bangladesh) Limited, and is subject to local laws and regulations. |
| The Directors, through the Company's managing agent Duncan Brothers (Bangladesh) Limited, continue to have regard to the interests of the Company's employees and other stakeholders. The Company is a member of the Bangladesh Tea Association (Bangladeshiyo Cha Sangshad) and through that forum engages with the Bangladesh Cha Sramik Union, which represents tea workers, and Bangladesh Tea Estates Staff Association, which represents clerical staff. |
| The Board also regularly considers the views of its principal stakeholders and how to engage with them. The stakeholder voice is brought into the boardroom throughout the annual cycle through information provided by presentations, meetings and operational visits. |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES |
| The directors are responsible for preparing the Strategic Report, the Report of the Directors 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 UK-adopted international accounting standards. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period. In preparing these financial statements, the directors are required to: |
| - | select suitable accounting policies and then apply them consistently; |
| - | make judgements and accounting estimates that are reasonable and prudent; |
| - | state that the financial statements comply with IFRS; |
| - | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business. |
| The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
| STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
| So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the Company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the Company's auditors are aware of that information. |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Report of the Directors |
| for the Year Ended 31 December 2024 |
| AUDITORS |
| The auditors, Deloitte LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
| ON BEHALF OF THE BOARD: |
| Independent Auditors' Report to the Members of |
| Mazdehee Tea Company,Limited(The) |
| Opinion |
| In our opinion the financial statements of Mazdehee Tea Company Limited (the 'company'): |
| o give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its profit for the year then ended; |
| o have been properly prepared in accordance with United Kingdom adopted international accounting standards and IFRS Accounting Standards as issued by the International Accounting Standards Board (IASB); and |
| o have been prepared in accordance with the requirements of the Companies Act 2006. |
| We have audited the financial statements which comprise: |
| o the income statement; |
| o the statement of comprehensive income; |
| o the statement of financial position; |
| o the statement of changes in equity; |
| o the statement of cash flows and notes; and |
| o the related notes 1 to 26. |
| The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom adopted international accounting standards and IFRS Accounting Standards as issued by the IASB. |
| 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 company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the Financial Reporting Council's (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. Our evaluation of the directors' assessment of the company's ability to continue to adopt the going concern basis of accounting included: |
| o Obtaining the latest cash flow forecasts of the Company and assessing the reasonability of the assumptions that management have used in their cash forecasts based on actual outcome post year end; |
| o Reviewed the letter of support provided by the parent company and assessed the business rationale and ability of the parent entity to provide this support; |
| o Reviewing copies of existing and new overdraft and short-term loan facilities and assessing the Company's cash forecasts against available facilities; |
| o Evaluating each of the sensitivities adopted by management and assessing downside scenarios of cash headroom over the forecast period by performing our own sensitivity analyses to gain adequate assurance regarding the solvency of the Company over the going concern review period; and |
| o Assessing the adequacy of the financial statement disclosures in relation to going concern. |
| Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's 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. |
| Independent Auditors' Report to the Members of |
| Mazdehee Tea Company,Limited(The) |
| 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. |
| 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 company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so. |
| 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. |
| A further description of our responsibilities for the audit of the financial statements is located on the FRC's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report. |
| Extent to which the audit was considered capable of detecting irregularities, including fraud |
| 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. |
| Independent Auditors' Report to the Members of |
| Mazdehee Tea Company,Limited(The) |
| We considered the nature of the company's industry and its control environment, and reviewed the company's documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management and the directors about their own identification and assessment of the risks of irregularities, including those that are specific to the company's business sector. |
| We obtained an understanding of the legal and regulatory frameworks that the company operates in, and identified the key laws and regulations that: |
| o had a direct effect on the determination of material amounts and disclosures in the financial statements. These included: |
| - UK Companies Act 2006 |
| - Pensions regulations |
| - Tax legislation |
| o do not have a direct effect on the financial statements but compliance with which may be fundamental to the company's ability to operate or to avoid a material penalty. These included: |
| - Food safety act (1990) |
| - Data protection Act |
| - Employment laws |
| - Health and Safety Act 1974 |
| - Bribery Act |
| We discussed among the audit engagement team including relevant internal specialists such as tax and pensions specialists regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements. |
| As a result of performing the above, we identified the greatest potential for fraud in the following area, and our procedures performed to address it are described below: |
| Revenue Recognition |
| The entity is a grower and manufacturer of tea in Bangladesh and its sales are made through auction. We have identified a fraud risk in relation to inappropriate cut-off of revenue recognition around the balance sheet date. |
| In addressing the risk of fraud on revenue recognition, we have performed the following procedures: |
| o We reviewed and assessed commercial arrangements to determine the correct point of revenue recognition of different type of shipments. |
| o We performed detailed cut-off testing of revenue transactions during the period either side of the balance sheet date with reference to the relevant terms of business, dispatch, or delivery documentation as appropriate. |
| o We examined material journal entries that were posted to revenue accounts and obtained supporting evidence to test the appropriateness of revenue recognition. |
| In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business. |
| In addition to the above, our procedures to respond to the risks identified included the following: |
| o reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements; |
| o performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud; |
| Independent Auditors' Report to the Members of |
| Mazdehee Tea Company,Limited(The) |
| o enquiring of management and in-house legal counsel concerning actual and potential litigation and claims, and instances of non-compliance with laws and regulations; and |
| o reading minutes of meetings of those charged with governance. |
| Report on other legal and regulatory requirements |
| Opinions on other matters prescribed by the Companies Act 2006 |
| In our opinion, based on the work undertaken in the course of the audit: |
| o the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
| o the strategic report and the directors' report have been prepared in accordance with applicable legal requirements. |
| In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified any material misstatements in the strategic report or the directors' report. |
| Matters on which we are required to report by exception |
| Under the Companies Act 2006 we are required to report in respect of the following matters if, in our opinion: |
| o adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or |
| o the financial statements are not in agreement with the accounting records and returns; or |
| o certain disclosures of directors' remuneration specified by law are not made; or |
| o we have not received all the information and explanations we require for our audit. |
| We have nothing to report in respect of these matters. |
| Use of our report |
| This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
| for and on behalf of |
| 1 New Street Square |
| London |
| EC4A 3HQ |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Income Statement |
| for the Year Ended 31 December 2024 |
| 31.12.24 | 31.12.23 |
| Notes | £ | £ |
| CONTINUING OPERATIONS |
| Revenue | 4 |
| Cost of sales | ( |
) | ( |
) |
| GROSS PROFIT/(LOSS) | ( |
) |
| Other operating income |
| Administrative expenses | ( |
) | ( |
) |
| OPERATING LOSS BEFORE EXCEPTIONAL ITEMS |
(64,782 |
) |
(365,929 |
) |
| Exceptional items | 6 |
| OPERATING PROFIT/(LOSS) | ( |
) |
| Finance costs | 7 | ( |
) | ( |
) |
| Finance income | 7 |
| PROFIT/(LOSS) BEFORE TAXATION |
8 |
( |
) |
| Taxation | 9 | ( |
) |
| PROFIT/(LOSS) FOR THE YEAR | ( |
) |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Statement of Comprehensive Income |
| for the Year Ended 31 December 2024 |
| 31.12.24 | 31.12.23 |
| £ | £ |
| PROFIT/(LOSS) FOR THE YEAR | ( |
) |
| OTHER COMPREHENSIVE LOSS |
| Items that will not be reclassified to profit or loss: |
| Post employment benefit obligations | 9,486 | 27,553 |
| Deferred tax | (2,372 | ) | (7,577 | ) |
| Income tax relating to items that will not be reclassified to profit or loss |
- |
- |
| 7,114 | 19,976 |
| Item that may be reclassified subsequently to profit or loss: |
| Foreign exchange translation differences | (200,380 | ) | (436,628 | ) |
| Income tax relating to item that may be reclassified subsequently to profit or loss |
- |
- |
| (200,380 | ) | (436,628 | ) |
| OTHER COMPREHENSIVE LOSS FOR THE YEAR, NET OF INCOME TAX |
( |
) |
( |
) |
| TOTAL COMPREHENSIVE INCOME/(LOSS) FOR THE YEAR |
( |
) |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Statement of Financial Position |
| 31 December 2024 |
| 31.12.24 | 31.12.23 |
| Notes | £ | £ |
| ASSETS |
| NON-CURRENT ASSETS |
| Owned |
| Property, plant and equipment | 10 |
| Right-of-use |
| Property, plant and equipment | 10, 17 |
| Investment in associates | 11 |
| Investments | 11 | 1,476,676 | 1,579,596 |
| Trade and other receivables | 13 |
| CURRENT ASSETS |
| Inventories | 12 |
| Trade and other receivables | 13 |
| Cash and cash equivalents | 14 |
| LIABILITIES |
| CURRENT LIABILITIES |
| Trade and other payables | 15 |
| Financial liabilities - borrowings |
| Bank overdrafts | 16 |
| Loan and lease liabilities | 16, 17 |
| Tax payable |
| Provisions | 19 |
| NET CURRENT LIABILITIES | (479,360 | ) | (935,349 | ) |
| NON-CURRENT LIABILITIES |
| Financial liabilities - borrowings |
| Loan and lease liabilities | 16, 17 | 52,808 | 57,182 |
| Pension liability | 23 | 12,027 | 13,580 |
| Deferred tax | 20 | 412,200 | 513,086 |
| NET ASSETS | 3,101,348 | 3,014,487 |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Statement of Financial Position - continued |
| 31 December 2024 |
| SHAREHOLDERS' EQUITY |
| Called up share capital | 21 |
| Retained earnings | 22 |
| TOTAL EQUITY |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Statement of Changes in Equity |
| for the Year Ended 31 December 2024 |
| Called up |
| share | Retained | Total |
| capital | earnings | equity |
| £ | £ | £ |
| Balance at 1 January 2023 |
| Changes in equity |
| Total comprehensive loss | - | ( |
) | ( |
) |
| Balance at 31 December 2023 |
| Changes in equity |
| Total comprehensive income | - |
| Balance at 31 December 2024 |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Statement of Cash Flows |
| for the Year Ended 31 December 2024 |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Cash flows from operating activities |
| Cash generated from operations | 1 | ( |
) | ( |
) |
| Interest paid | ( |
) | ( |
) |
| Tax paid | ( |
) | ( |
) |
| Net cash from operating activities | ( |
) | ( |
) |
| Cash flows from investing activities |
| Purchase of tangible fixed assets | ( |
) | ( |
) |
| Sale of fixed asset investments | 551,083 | - |
| Interest received |
| Dividends received |
| Net cash from investing activities | ( |
) |
| Cash flows from financing activities |
| New loans in year |
| Loan repayments in year | ( |
) | ( |
) |
| Intra-group loans movement | (145,671 | ) | 230,847 |
| Payment of lease liabilities | ( |
) | ( |
) |
| Net cash from financing activities | ( |
) |
| Decrease in cash and cash equivalents | ( |
) | ( |
) |
| Cash and cash equivalents at beginning of year |
2 |
(163,361 |
) |
39,454 |
| Effect of foreign exchange rate changes |
30,445 |
3,668 |
| Cash and cash equivalents at end of year |
2 |
( |
) |
( |
) |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Notes to the Statement of Cash Flows |
| for the Year Ended 31 December 2024 |
| 1. | RECONCILIATION OF PROFIT/(LOSS) BEFORE INCOME TAX TO CASH GENERATED FROM OPERATIONS |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Profit/(loss) before income tax | ( |
) |
| Depreciation charges |
| Loss on disposal of fixed assets |
| Change in intra-grp balances excl. loans | (86,573 | ) | (98,736 | ) |
| Actuarial movement | 9,486 | 27,553 |
| Exceptional item | (481,762 | ) | - |
| Finance costs |
| Finance income | ( |
) | ( |
) |
| 25,277 | (239,139 | ) |
| Increase in inventories | ( |
) | ( |
) |
| Increase in trade and other receivables | ( |
) | ( |
) |
| Decrease in trade and other payables | ( |
) | ( |
) |
| Cash generated from operations | ( |
) | ( |
) |
| 2. | CASH AND CASH EQUIVALENTS |
| The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts: |
| Year ended 31 December 2024 |
| 31.12.24 | 1.1.24 |
| £ | £ |
| Cash and cash equivalents | 3,804 | 2,214 |
| Bank overdrafts | ( |
) | ( |
) |
| ( |
) | (163,361 | ) |
| Year ended 31 December 2023 |
| 31.12.23 | 1.1.23 |
| £ | £ |
| Cash and cash equivalents | 2,214 | 39,454 |
| Bank overdrafts | ( |
) |
| ( |
) | 39,454 |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Notes to the Financial Statements |
| for the Year Ended 31 December 2024 |
| 1. | STATUTORY INFORMATION |
| Mazdehee Tea Company,Limited(The) is a |
| 2. | ACCOUNTING POLICIES |
| Basis of preparation |
| Preparation of consolidated financial statements |
| The financial statements contain information about Mazdehee Tea Company,Limited(The) as an individual Company and do not contain consolidated financial information as the parent of a group. The Company is exempt under Section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertaking are included by full consolidation in the consolidated financial statements of its parent, Camellia Plc, Wrotham Place, Bull Lane, Wrotham, Near Sevenoaks, Kent, TN15 7AE. |
| Changes in accounting policies |
| (i) New and amended IFRS Accounting Standards that are effective for the current year |
| In the current year, the Company has applied the following amendments to IFRS Accounting Standards issued by the International Accounting Standards Board (IASB), none of which have had any material impact on the disclosure or on amounts reported in these financial statements: |
| Amendments to IAS 1 | Classification of liabilities as current or non-current |
| Amendments to IAS 1 | Non-current liabilities with covenants |
| (ii) Standards, amendments and interpretations to existing standards that are not yet effective and have not been adopted early by the Company |
| At the date of authorisation of these financial statements, the Company has not applied the following new and revised IFRS Standards that have been issued but are not yet effective: |
| Amendments to IAS 21 | The Effects of Changes in Foreign Exchange Rates (amendments) - lack of exchangeability |
| Amendments to IFRS 7, 9 | Classification and measurement of financial instruments |
| IFRS 18 | Presentation and Disclosure in Financial Statements |
| Annual Improvements to IFRS Accounting Standards, Volume 11 |
| The Directors do not expect that the adoption of the standards, amendments and interpretations listed above will have a material impact on the financial statements of the Company. |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Revenue recognition |
| Revenue is measured at the fair value of the consideration received or receivable and represents amounts receivable for goods and services provided in the normal course of business, net of discounts, value added tax and other sales related taxes. |
| Revenue from the sale of goods is recognised when all of the following conditions are satisfied: |
| - the identification of contract(s) with customers |
| - the identification of the performance obligations in the contract |
| - the determination of the transaction price |
| - the allocation of the transaction price to the performance obligations in the contract |
| - the recognition of revenue when (or as) a performance obligation has been satisfied |
| Revenue is recognised at the point in time that control of goods is transferred to the customer. |
| Cash and cash equivalents |
| Cash represents cash in hand and deposits held on demand with financial institutions. Cash equivalents are short-term, highly-liquid investments with original maturities of three months or less (as at their date of acquisition). Cash equivalents are readily convertible to known amounts of cash and subject to an insignificant risk of change in that cash value. |
| In the presentation of the Statement of Cash Flows, cash and cash equivalents also include bank overdrafts. Any such overdrafts are shown within borrowings under ‘current liabilities’ on the Statement of Financial Position. |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Property, plant and equipment |
| Property, plant and equipment includes biological assets (bearer plants) which are accounted for under IAS 16. |
| Property, plant and equipment is shown at cost less subsequent depreciation and impairment. Cost includes expenditure that is directly attributable to the acquisition of these assets. On transition to IFRS, the Company has followed the transitional provisions and elected that previous UK GAAP revaluations be treated as deemed cost. Subsequent costs are included in the asset's carrying amount only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. Repairs and maintenance are charged to the income statement during the financial period in which they are incurred. |
| Depreciation of assets is calculated to write off their cost less residual value on a straight line basis over their expected useful lives. |
| Rates of depreciation are: |
| Biological assets (bearer plants) | 28 to 50 years |
| Buildings | 5 to 40 years |
| Plant and machinery | 15 years |
| Vehicles | 8 years |
| Fixtures, fittings, tools and equipment | 10 to 20 years |
| No depreciation is provided on bearer plants until maturity when commercial levels of production have been reached. No depreciation is provided on assets under the course of construction until they are brought into use. |
| The assets' residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet date. The gain or loss arising on the disposal or retirement of an asset is determined as the difference between the sales proceeds and the carrying amount of the asset and is included in the statement of comprehensive income. |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Financial instruments |
| Classification of financial assets |
| Equity instruments designated as at fair value through other comprehensive income ('FVTOCI'). |
| On initial recognition, the Company has made an irrevocable election (on an instrument by instrument basis to designate investments in equity instruments as at FVTOCI. |
| Investments in equity instruments designated as FVTOCI are initially measured at fair value plus transaction costs. Subsequently, they are measured at fair value with gains and losses arising from changes in fair value recognised in other comprehensive income and accumulated in the investments revaluation reserve. The cumulative gain or loss is not reclassified to profit or loss on disposal of the equity investments, instead, it is transferred to retained earnings. |
| Dividends on these investments in equity instruments are recognised in profit or loss in accordance with IFRS 9, unless the dividends clearly represent a recovery of part of the cost of the investment. Dividends are included as investment income in the statement of comprehensive income. |
| The Company has designated all investments in equity instruments that are not held for trading purposes as FVTOCI on initial application of IFRS 9. Financial assets measured at amortised cost include trade receivables and cash and cash equivalents.Financial assets measured at amortised cost include trade receivables and cash and cash equivalents. |
| Impairment of financial assets |
| The Company recognises a loss allowance for expected credit losses ('ECL') on investments in debt instruments that are measured at amortised cost, lease receivables, trade receivables and contract assets. The amount of expected credit losses is updated at each reporting date to reflect changes in credit risk since initial recognition of the respective financial instrument. |
| Lifetime ECL represents the expected credit losses that will result from all possible default events over the expected life of a financial instrument. In contrast, 12 month ECL represents the portion of lifetime ECL that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date. |
| The Company recognises lifetime ECL for trade receivables, contract assets and lease receivables. The expected credit losses on these financial assets are estimated using a provision matrix based on the Company’s historical credit loss experience, adjusted for factors that are specific to the debtors, general economic conditions and an assessment of both the current as well as the forecast direction of conditions at the reporting date, including time value of money where appropriate. |
| For all other financial instruments, the Company recognises lifetime ECL when there has been a significant increase in credit risk since initial recognition. However, if the credit risk on the financial instrument has not increased significantly since initial recognition, the Company measures the loss allowance for that financial instrument at an amount equal to 12 month ECL. |
| (i) Significant increase in credit risk |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| In assessing whether the credit risk on a financial instrument has increased significantly since initial recognition, the Company compares the risk of a default occurring on the financial instrument at the reporting date with the risk of a default occurring on the financial instrument at the date of initial recognition. In making this assessment, the Company considers both quantitative and qualitative information that is reasonable and supportable, including historical experience and forward looking information that is available without undue cost or effort. Forward looking information considered includes the future prospects of the industries in which the Company’s debtors operate, obtained from economic expert reports, financial analysts, governmental bodies, relevant think tanks and other similar organisations, as well as consideration of various external sources of actual and forecast economic information that relate to the Company’s core operations. |
| In particular, the following information is taken into account when assessing whether credit risk has increased: |
| - an actual or expected significant deterioration in the financial instrument’s external (if available) or-internal credit rating |
| - significant deterioration in external market indicators of credit risk for a particular financial instrument |
| - existing or forecast adverse changes in business, financial or economic conditions that are expected to cause a significant decrease in the debtor’s ability to meet its debt obligations |
| - an actual or expected significant deterioration in the operating results of the debtor |
| - significant increases in credit risk on other financial instruments of the same debtor |
| - an actual or expected significant adverse change in the regulatory, economic, or technological environment of the debtor that results in a significant decrease in the debtor’s ability to meet its debt obligations |
| Irrespective of the outcome of the above assessment, the Company presumes that the credit risk on a financial asset has increased significantly since initial recognition when contractual payments are more than 30 days past due, unless the Company has reasonable and supportable information that demonstrates otherwise. |
| Despite the foregoing, the Company assumes that the credit risk on a financial instrument has not increased significantly since initial recognition if the financial instrument is determined to have low credit risk at the reporting date. A financial instrument is determined to have low credit risk if: |
| - the financial instrument has a low risk of default, |
| - the debtor has a strong capacity to meet its contractual cash flow obligations in the near term, and |
| - adverse changes in economic and business conditions in the longer term may, but will not necessarily, reduce the ability of the borrower to fulfil its contractual cash flow obligations. |
| The Company considers a financial asset to have low credit risk when the asset has external credit rating of ‘investment grade’ in accordance with the globally understood definition or if an external rating is not available, the asset has an internal rating of ‘performing’. Performing means that the counterparty has a strong financial position and there is no past due amounts. |
| The Company regularly monitors the effectiveness of the criteria used to identify whether there has been a significant increase in credit risk and revises them as appropriate to ensure that the criteria are capable of identifying any significant increase in credit risk before the amount becomes past due. |
| (ii) Definition of default |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| The Company considers the following as constituting an event of default for internal credit risk management purposes as historical experience indicates that financial assets that meet either of the following criteria are generally not recoverable: |
| -when there is a breach of financial covenants by the debtor; or |
| -information developed internally or obtained from external sources indicates that the debtor is unlikely to pay its creditors, including the Company, in full (without taking into account any collateral held by the Company). |
| Irrespective of the above analysis, the Company considers that default has occurred when a financial asset is more than 90 days past due unless the Company has reasonable and supportable information to demonstrate that different default criterion is more appropriate. |
| (iii) Credit impaired financial assets |
| A financial asset is credit impaired when one or more events that have a detrimental impact on the estimated future cash flows of that financial asset have occurred. Evidence that a financial asset is credit impaired includes observable data about the following events: |
| - significant financial difficulty of the issuer or the borrower; |
| - a breach of contract, such as a default or past due event (see (ii) above); |
| - the lender(s) of the borrower, for economic or contractual reasons relating to the borrower’s financial difficulty, having granted to the borrower a concession(s) that the lender(s) would not otherwise consider; |
| - it is becoming probable that the borrower will enter bankruptcy or other financial reorganisation; or |
| - a disappearance of an active market for that financial asset because of financial difficulties. |
| (iv) Write-off policy |
| The Company writes off a financial asset when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery, e.g. when the debtor has been placed under liquidation or has entered into bankruptcy proceedings, or in the case of trade receivables, when the amounts are over two years past due, whichever occurs sooner. Financial assets written off may still be subject to enforcement activities under the Company’s recovery procedures, taking into account legal advice where appropriate. Any recoveries made are recognised in profit or loss. |
| (v) Measurement and recognition of expected credit losses |
| The measurement of expected credit losses is a function of the probability of default, loss given default (i.e. the magnitude of the loss if there is a default) and the exposure at default. The assessment of the probability of default and loss given default is based on historical data adjusted by forward looking information as described above. |
| As for the exposure at default, for financial assets, this is represented by the assets’ gross carrying amount at the reporting date; for financial guarantee contracts, the exposure includes the amount drawn down as at the reporting date, together with any additional amounts expected to be drawn down in the future by default date determined based on historical trend, the Company’s understanding of the specific future financing needs of the debtors, and other relevant forward looking information. |
| For financial assets, the expected credit loss is estimated as the difference between all contractual cash flows that are due to the Company in accordance with the contract and all the cash flows that the Company expects to receive, discounted at the original effective interest rate. For a lease receivable, the cash flows used for determining the expected credit losses is consistent with the cash flows used in measuring the leases receivable. |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| The Company recognises an impairment gain or loss in profit or loss for all financial instruments with a corresponding adjustment to their carrying amount through a loss allowance account, except for investments in debt instruments that are measured at FVTOCI, for which the loss allowance is recognised in other comprehensive income and accumulated in reserves, and does not reduce the carrying amount of the financial asset in the balance sheet. |
| Derecognition of financial assets |
| The Company derecognises a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. If the Company neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Company recognises its retained interest in the asset and an associated liability for amounts it may have to pay. If the Company retains substantially all the risks and rewards of ownership of a transferred financial asset, the Company continues to recognise the financial asset and also recognises a collateralised borrowing for the proceeds received. |
| On derecognition of a financial asset measured at amortised cost, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognised in profit or loss. In addition, on derecognition of an investment in a debt instrument classified as at FVTOCI, the cumulative gain or loss previously accumulated in the investments revaluation reserve is reclassified to profit or loss. In contrast, on derecognition of an investment in equity instrument which the Company has elected on initial recognition to measure at FVTOCI, the cumulative gain or loss previously accumulated in the investments revaluation reserve is not reclassified to profit or loss, but is transferred to retained earnings. |
| Inventories |
| Agricultural produce included within inventory largely comprises stock of 'black' tea. In accordance with IAS 41, on initial recognition, agricultural produce is required to be measured at fair value less estimated point of sale costs. Made tea inventories include the fair value of green leaf. |
| Other inventories are stated at the lower of cost and net realisable value. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. Cost is calculated using the weighted average method. Net realisable value represents the estimated selling price less all estimated costs of completion and selling expenses. |
| Taxation |
| Current taxes are based on the results shown in the financial statements and are calculated according to local tax rules, using tax rates enacted or substantially enacted by the statement of financial position date. |
| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date. |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Foreign currencies |
| The presentation currency of the Company is pounds sterling, the currency of the country in which the Company is incorporated. The operations of the Company are based in Bangladesh and the functional currency is Bangladesh takas. The statement of comprehensive income and cash flows are translated into pounds sterling at average exchange rates for the year and balance sheet items are translated at exchange rates ruling at the balance sheet date. Exchange differences arising from translation of the net investment in the foreign operation are taken to shareholders' equity. |
| Leases |
| Leases are recognised as finance leases. The lease liability is initially recognised at the present value of the lease payments which have not yet been made and subsequently measured under the amortised cost method. The initial cost of the right-of-use asset comprises the amount of the initial measurement of the lease liability, lease payments made prior to the lease commencement date, initial direct costs and the estimated costs of removing or dismantling the underlying asset per the conditions of the contract. |
| Where ownership of the right-of-use asset transfers to the lessee at the end of the lease term, the right-of-use asset is depreciated over the asset’s remaining useful life. If ownership of the right-of-use asset does not transfer to the lessee at the end of the lease term, depreciation is charged over the shorter of the useful life of the right-of-use asset and the lease term. |
| Employee benefit costs |
| The Company partakes in both defined benefit and defined contribution pension schemes. |
| A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate fund. |
| A defined benefit plan is a pension plan that defines an amount of pension benefit that an employee will receive on retirement, usually dependent on one or more factors such as age, years of service and compensation. The pension cost for defined benefit schemes is assessed in accordance with the advice of qualified independent actuaries using the "projected unit" funding method. |
| The liability recognised in the Balance Sheet in respect of defined benefit pension plans is the present value of the defined benefit obligation at the balance sheet date less the fair value of plan assets. Independent actuaries calculate the obligation annually using the "projected unit" funding method. Actuarial gains and losses arising from experience adjustments and changes in actuarial adjustments are recognised in full in the period in which they occur, they are not recognised in the Income Statement and are presented in the Statement of Comprehensive Income. |
| The estimated monetary liability for employees' accrued annual leave entitlement at the balance sheet date is recognised as an accrual. |
| Going concern |
| The Directors have, at the time of approving the financial statements, a reasonable expectation that the Company has adequate resources to continue to operate for the foreseeable future and for at least 12 months from date of approval of these financial statements. They therefore continue to adopt the going concern basis of accounting in preparing the financial statements. |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Impairment of non-financial assets |
| Assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment and whenever events or changes in circumstance indicate that the carrying amount may not be recoverable. Assets that are subject to amortisation are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash-generating units). |
| Borrowings |
| Interest bearing bank loans and overdrafts are initially recorded at the proceeds received, net of direct issue costs. Finance charges, including premiums payable on settlement or redemption and direct issue costs, are accounted for on an accrual basis to the income statement using the effective interest method and are added to the carrying amount of the instrument to the extent that they are not settled in the period in which they arise. |
| Trade payables |
| Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts 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 payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method. |
| Provisions |
| Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources will be required to settle the obligation and the amount has been reliably estimated. |
| Share capital |
| Ordinary shares are classified as equity. |
| Exceptional items |
| Exceptional items are those significant items which are separately disclosed by virtue of their size or incidence to enable a full understanding of the Company's financial performance. |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 3. | ACCOUNTING JUDGEMENTS AND ESTIMATION UNCERTAINTY |
| In the view of the Directors, apart from those involving estimations (which are presented separately below), no critical judgements have been made in the process of applying the Company's accounting policies which have a significant effect on the amounts recognised in the financial statements. |
| Estimates are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. |
| The Company makes estimates and assumptions concerning the future. The resulting accounting will, by definition, seldom equal the actual results. The estimates and assumptions that have a risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are set out below. |
| (i) Retirement benefit obligations |
| Pension accounting requires certain assumptions to be made in order to value obligations and to determine the impact on the Income Statement. These figures are particularly sensitive to assumptions for discount rates, life expectancy and inflation rates. Details of assumptions made and sensitivity analysis are given in the employees benefits note to the accounts. |
| 4. | REVENUE |
| Revenue from contracts with customers |
| All revenue is derived from tea and rubber sales in Bangladesh and is recognised at a point in time. |
| 5. | EMPLOYEES AND DIRECTORS |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Wages and salaries |
| Other pension costs |
| The average number of employees during the year was as follows: |
| 31.12.24 | 31.12.23 |
| Production | 1,167 | 1,163 |
| Management and administration | 7 | 7 |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Directors' remuneration |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 5. | EMPLOYEES AND DIRECTORS - continued |
| The Directors received no emoluments during the year from the Company (31 December 2023: £nil) as they are remunerated by other group companies. |
| 6. | EXCEPTIONAL ITEMS |
| On 30 October 2024, the Company entered into an agreement to dispose of its holdings in its Bangladeshi associates of the Camellia Group. Following receipt of regulatory approval, the Company completed the disposal of its entire holdings via block trades executed on the Dhaka Stock Exchange on 10 and 11 November 2024. |
| Disposal proceeds | Profit on disposal |
| £ | £ |
| United Insurance Limited | 9,196 | 8,774 |
| United Finance Limited | 541,887 | 472,988 |
| 551,083 | 481,762 |
| 7. | NET FINANCE COSTS |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Finance income: |
| Dividends received assoc. | 16,205 | 17,728 |
| Interest receivable | 12,842 | 19,963 |
| Finance costs: |
| Bank interest |
| Leasing | 5,431 | 6,034 |
| Interest on pension scheme liabilities |
| Net finance costs |
| 8. | PROFIT/(LOSS) BEFORE TAXATION |
| The profit before income tax (2023 - loss before income tax) is stated after charging: |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Cost of inventories recognised as expense |
| Depreciation - owned assets |
| Depreciation - assets on finance leases |
| Fees payable to Deloitte LLP for the audit of the Company's annual accounts were borne by Camellia plc, the ultimate parent undertaking, without recharge. |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 9. | TAXATION |
| Analysis of tax expense/(income) |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Current tax: |
| Tax overseas | 97,677 | 9,157 |
| Deferred tax | ( |
) | ( |
) |
| Total tax expense/(income) in income statement | ( |
) |
| Factors affecting the tax expense |
| The tax assessed for the year is lower (2023 - higher) than the standard rate of corporation tax in the UK. The difference is explained below: |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Profit/(loss) before income tax | ( |
) |
| Profit/(loss) multiplied by the standard rate of corporation tax in the UK of |
( |
) |
| Effects of: |
| Change in deferred tax not recognised | (70,772 | ) | 106,506 |
| Adjustment in respect of foreign tax rates | 4,051 | 9,157 |
| Movement in other timing differences | (16,844 | ) | (15,380 | ) |
| Expenses not deductible for tax purposes | 54,083 | - |
| Other income not charged to tax | (20,371 | ) | - |
| Tax expense/(income) | ( |
) |
| The result of the Company's branch in Bangladesh are subject to local taxation at rates in excess of those charged in the UK. |
| The results of the Company are subject to taxation in the UK. Where profits arise UK tax arising can be offset through double tax relief against tax payable in Bangladesh and by losses surrendered by other UK companies. |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 10. | PROPERTY, PLANT AND EQUIPMENT |
| Bearer | Land and | Plant and |
| plants | buildings | machinery |
| £ | £ | £ |
| COST |
| At 1 January 2024 |
| Additions |
| Exchange differences | ( |
) | ( |
) | ( |
) |
| Reclassification/transfer |
| At 31 December 2024 |
| DEPRECIATION |
| At 1 January 2024 |
| Charge for year |
| Exchange differences | ( |
) | ( |
) | ( |
) |
| At 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| At 31 December 2023 |
| Assets in |
| Fixtures | the |
| Motor | and | course of |
| vehicles | fittings | construction | Totals |
| £ | £ | £ | £ |
| COST |
| At 1 January 2024 |
| Additions |
| Exchange differences | ( |
) | ( |
) | ( |
) | ( |
) |
| Reclassification/transfer | ( |
) |
| At 31 December 2024 |
| DEPRECIATION |
| At 1 January 2024 |
| Charge for year |
| Exchange differences | ( |
) | ( |
) | ( |
) |
| At 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| At 31 December 2023 |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 11. | INVESTMENTS |
| Shares in | Interest |
| group | in |
| undertakings | associate | Totals |
| £ | £ | £ |
| COST |
| At 1 January 2024 | 1,579,596 | 73,129 | 1,652,725 |
| Disposals | - | (73,129 | ) | (73,129 | ) |
| Exchange differences | (102,920 | ) | - | (102,920 | ) |
| At 31 December 2024 | 1,476,676 | - | 1,476,676 |
| NET BOOK VALUE |
| At 31 December 2024 | 1,476,676 | - | 1,476,676 |
| At 31 December 2023 | 1,579,596 | 73,129 | 1,652,725 |
| The Company has neither control nor significant influence over these investments. Investments are carried at cost less impairment, if any. |
| 12. | INVENTORIES |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Made tea inventory |
| Rubber inventory | 67 | 32 |
| Estate supplies and sundry stores | 374,436 | 356,215 |
| 13. | TRADE AND OTHER RECEIVABLES |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Current: |
| Trade debtors |
| Amounts owed by group undertakings |
| Other debtors | 100,903 | 119,641 |
| Prepayments and accrued income | 6,728 | 7,319 |
| Non-current: |
| Other debtors |
| Aggregate amounts |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 13. | TRADE AND OTHER RECEIVABLES - continued |
| No expected credit loss allowance was made (31 December 2023: £nil) as no trade debtors were past their due date at the balance sheet date. |
| The credit quality of financial assets has been reviewed and is considered to be satisfactory. |
| 14. | CASH AND CASH EQUIVALENTS |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Bank accounts |
| 15. | TRADE AND OTHER PAYABLES |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Current: |
| Trade creditors |
| Amounts owed to group undertakings |
| Social security and other taxes |
| Other creditors |
| Accrued expenses | - | 8,922 |
| 16. | FINANCIAL LIABILITIES - BORROWINGS |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Current: |
| Bank overdrafts |
| Bank loans |
| Leases (see note 17) | 6,059 | 6,481 |
| Non-current: |
| Leases (see note 17) | 52,808 | 57,182 |
| Terms and debt repayment schedule |
| 1 year or | More than |
| less | 1-2 years | 2-5 years | 5 years | Totals |
| £ | £ | £ | £ | £ |
| Bank overdrafts | - | - | - |
| Leases | 6,059 | 6,059 | 18,177 | 28,572 | 58,867 |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 16. | FINANCIAL LIABILITIES - BORROWINGS - continued |
| Interest rates vary from 10% per annum to 13.5% per annum (31 December 2023 8.25% - 11%). |
| As at 31 December 2024, the Company had borrowing facilities secured by hypothecation on fixed and floating assets and a corporate guarantee from Duncan Brothers (Bangladesh) Ltd. |
| 17. | LEASING |
| Right-of-use assets |
| Property, plant and equipment |
| 31.12.24 | 31.12.23 |
| £ | £ |
| COST |
| At 1 January 2024 | 66,586 | 75,432 |
| Exchange differences | (4,338 | ) | (8,846 | ) |
| 62,248 | 66,586 |
| DEPRECIATION |
| At 1 January 2024 | 11,350 | 10,286 |
| Charge for year | 2,152 | 2,365 |
| Exchange differences | (769 | ) | (1,301 | ) |
| 12,733 | 11,350 |
| NET BOOK VALUE | 49,515 | 55,236 |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 17. | LEASING - continued |
| Loan and lease liabilities |
| Minimum lease payments fall due as follows: |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Gross obligations repayable: |
| Within one year | 6,059 | 6,481 |
| Between one and five years | 24,236 | 25,924 |
| In more than five years | 28,572 | 31,258 |
| 58,867 | 63,663 |
| Finance charges repayable: |
| Net obligations repayable: |
| Within one year | 6,059 | 6,481 |
| Between one and five years | 24,236 | 25,924 |
| In more than five years | 28,572 | 31,258 |
| 58,867 | 63,663 |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 18. | FINANCIAL INSTRUMENTS |
| Capital risk management |
| The Company manages its capital to ensure it will be able to continue as a going concern, while maximising the return to stakeholders through the optimisation of its debt and equity balance. The capital structure of the Company consists of debt, which includes the borrowings, cash and equity attributable to equity holders of the parent, comprising issued capital, reserves and retained earnings. |
| 31.12.24 | 31.12.23 |
| Amortised Cost | £ | £ |
| Assets as per Balance Sheet |
| Cash and cash equivalents | 3,804 | 2,214 |
| Trade and other receivables excluding prepayments | 902,756 | 648,046 |
| 906,560 | 650,260 |
| Liabilities as per Balance Sheet |
| Borrowings | 297,317 | 445,634 |
| Lease liabilities | 58,867 | 63,663 |
| Trade and other payables excluding taxation | 1,418,283 | 1,517,971 |
| 1,774,467 | 2,027,268 |
| Financial risk management objectives |
| The Company finances its operations by a mixture of retained profits and short-term financing in order to maintain a balance between continuity of funding and flexibility. The borrowings and facilities are regularly reviewed and the Company also seeks to maintain sufficient undrawn committed borrowing facilities to provide flexibility in the management of the Company's liquidity. |
| Market risk |
| Foreign exchange risk: The Company has no material exposure to foreign currency exchange risk on its trading activities. |
| Price risk: The Company's exposure to commodity price risk is not significant. |
| Cash flow and interest rate risk: The Company is exposed to interest rate risk on its interest-bearing assets and on borrowings with variable interest rates, which give rise to cash flow interest rate risk. The Company has no exposure to fixed rate instruments. |
| Credit risk |
| The Company has policies in place to limit its exposure to credit risk. Credit risk arises from cash at bank, as well as credit exposures to customers, including outstanding receivables and committed transactions. Management assesses the credit quality of the customer taking into account its financial position, past experience and other factors and monitors the utilisation of credit limits regularly. |
| Liquidity risk |
| Ultimate responsibility for liquidity risk management rests with the Board of Directors. The Company manages liquidity risk by maintaining adequate reserves and banking facilities by continuously monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities. The maturity of the Company’s financial liabilities is disclosed in the notes Borrowings and Trade and other payables. |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 19. | PROVISIONS |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Other provisions | 23,743 | 20,067 |
| Analysed as follows: |
| Current |
| The provisions are in respect of wage and bonus negotiations. |
| 20. | DEFERRED TAX |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Balance at 1 January | 513,086 | 589,732 |
| Exchange differences | (32,486 | ) | (68,842 | ) |
| Movement to the Income Statement | (70,772 | ) | (15,381 | ) |
| Movement to Other Comprehensive Income | 2,372 | 7,577 |
| Balance at 31 December |
| The deferred tax asset at the start and end of the year relates to Workers Profit Participation provisions and retirement benefit obligations. Deferred tax assets are recognised only to the extent that the realisation of the related deferred tax benefit through future taxable profits is probable. |
| The deferred tax liability at the start and end of the year relates to accelerated tax depreciation. |
| Deferred tax assets are recognised for tax losses carried forward only to the extent that the realisation of the related tax benefit through future taxable profits is probable. The Company has not recognised deferred tax assets of £141,015 (31.12.23: £103,478) in respect of losses that can be carried forward against future taxable income. |
| 21. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 31.12.24 | 31.12.23 |
| value: | £ | £ |
| Ordinary | £1 | 150,000 | 150,000 |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 22. | RESERVES |
| Retained |
| earnings |
| £ |
| At 1 January 2024 |
| Profit for the year |
| OCI movements | (193,266 | ) |
| At 31 December 2024 |
| 23. | EMPLOYEE BENEFIT OBLIGATIONS |
| The Company has an obligation to make compensation payments on retirement or other events terminating employment, based on years of service. These obligations are estimated annually using the projected unit method by qualified independent actuaries. |
| The defined benefit plans are administered by separate funds that are legally separate from the Company. The plans typically expose the Company to actuarial risks such as: investment risk, interest rate risk, longevity risk and salary risk. The most recent actuarial valuations of the plans assets and the present value of the defined benefit liability were carried out as at 31 December 2024 by a qualified independent actuary. |
| The principal rules of the Gratuity Scheme are: |
| - Benefit formula: percentage of last drawn salary multiplied by years of service |
| - Form of payment: lump sum |
| The amounts recognised in profit or loss are as follows: |
| Retirement benefit |
| obligation |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Current service cost |
| Net interest from net defined benefit asset/liability |
949 |
2,159 |
| Past service cost |
| 8,808 | 11,840 |
| Actual return on plan assets | 17,209 | 14,000 |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 23. | EMPLOYEE BENEFIT OBLIGATIONS - continued |
| Changes in the present value of the defined benefit obligation are as follows: |
| Retirement benefit |
| obligation |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Opening defined benefit obligation |
| Current service cost |
| Interest cost |
| Benefits paid | ( |
) | ( |
) |
| Exchange differences on foreign plans |
( |
) |
( |
) |
| Actuarial (gains)/losses from changes in financial assumptions |
( |
) |
( |
) |
| Changes in the fair value of scheme assets are as follows: |
| Retirement benefit |
| obligation |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Opening fair value of scheme assets |
| Interest income |
| Benefits paid | (9,621 | ) | (16,830 | ) |
| Exchange differences on foreign plans |
( |
) |
( |
) |
| Return on plan assets (excluding interest income) |
( |
) |
( |
) |
| The amounts recognised in other comprehensive income are as follows: |
| Retirement benefit |
| obligation |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Actuarial (gains)/losses from changes in financial assumptions |
| Return on plan assets (excluding interest income) |
( |
) |
( |
) |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 23. | EMPLOYEE BENEFIT OBLIGATIONS - continued |
| The major categories of scheme assets as a percentage of total scheme assets are as follows: |
| Employee benefit |
| obligations |
| 31.12.24 | 31.12.23 |
| Fixed deposits | 92.91% | 92.83% |
| Cash | 5.57% | 7.17% |
| Other | 1.52% | - |
| 100.00% | 100.00% |
| Principal actuarial assumptions at the statement of financial position date (expressed as weighted averages): |
| 31.12.24 | 31.12.23 |
| Discount rate |
| Future salary increases |
| The weighted average duration of defined benefit obligations of the plan is 5 years. |
| Sensitivity analysis |
Change in assumption | Impact on benefit obligation |
| % | % |
| Discount rate | +1 | -4.7 |
| Discount rate | -1 | 5.2 |
| Salary escalation rate | +1 | 5.5 |
| Salary escalation rate | -1 | -5 |
| 24. | ULTIMATE PARENT COMPANY |
| The parent company is Lawrie Group Plc, which is registered in England and Wales and the ultimate parent company is Camellia Plc, which is also registered in England and Wales. |
| Copies of the Camellia Plc report and accounts prepared in accordance with International Financial Reporting Standards can be obtained from Wrotham Place, Bull Lane, Wrotham, Near Sevenoaks, Kent TN15 7AE. Camellia Plc is the only company to consolidate the company's financial statements. |
| CONTROL OF CAMELLIA PLC |
| Camellia Holding AG holds 1,427,000 ordinary shares of Camellia Plc, (representing 56.45% of total voting rights). Camellia Holding AG is owned by the Camellia Private Trust Company Ltd, a private trust company incorporated under the laws of Bermuda to act as a trustee of the Camellia Foundation. The Camellia Foundation is a Bermudian trust, the income of which is utilised for charitable, educational and humanitarian causes at the discretion of the trustees. |
| Mazdehee Tea Company,Limited(The) (Registered number: 00031287) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 25. | RELATED PARTY DISCLOSURES |
| Related party transactions in respect of intra-group sales and recharges which are included within revenue and cost of sales, and outstanding debtor/(creditor) balances which are included within Trade and other receivables, and Trade and other payables, are as follows: |
Sales to / (purchases from |
) |
Recharges to / (from |
) |
Net intra-group loans advanced / (received |
) |
Net intra-group debtor / (creditor |
) |
| Company Name | £ | £ | £ | £ |
| Chandpore Tea Company | 17,410 |
| Surmah Valley Tea Company | 117,167 |
| Amo Tea Company | (105,018 | ) | (820,112 | ) |
| Allynugger Tea Company | 652 | 67,754 | 98,022 |
| Lungla (Sylhet) Tea Company | 16,573 | (130,782 | ) | 60,978 | 408,316 |
| Duncan Brothers (Bangladesh) | (5,053 | ) | (3,388 | ) |
| Eastland Camellia | 6,775 | (6,795 | ) |
| Duncan Products | (4,942 | ) |
| Duncan Properties | (3,060 | ) |
| Longbourne Holdings |
| Lawrie Group Plc | (27,946 | ) |
| Octavius Steel & Company | (272 | ) |
| 17,225 | (135,835 | ) | 27,101 | (222,212 | ) |
| Amounts due from / to these fellow group undertakings include trading balances, recharges and intra-group loans, which are unsecured, interest free and have no fixed term of repayment. |
| 26. | EVENTS AFTER THE REPORTING PERIOD |
| There are no adjusting post balance sheet events. |