IRIS Accounts Production v25.2.0.378 00032199 Board of Directors 1.1.24 31.12.24 31.12.24 true false true true false false false false Defined benefit pension plans Ordinary 1.00000 iso4217:GBPiso4217:USDiso4217:EURxbrli:sharesxbrli:pureutr:tonnesutr:kWh000321992023-12-31000321992024-12-31000321992024-01-012024-12-31000321992022-12-31000321992023-01-012023-12-31000321992023-12-3100032199ns15:EnglandWales2024-01-012024-12-3100032199ns14:PoundSterling2024-01-012024-12-3100032199ns10:Director12024-01-012024-12-3100032199ns10:PrivateLimitedCompanyLtd2024-01-012024-12-3100032199ns10:FullIFRS2024-01-012024-12-3100032199ns10:Audited2024-01-012024-12-3100032199ns10:ResidualCompaniesActDisclosuresWithIFRS2024-01-012024-12-3100032199ns10:FullAccounts2024-01-012024-12-3100032199ns5:TotalForAllPensionPlansExcludingMedicalOtherPlans2024-01-012024-12-3100032199ns10:OrdinaryShareClass12024-01-012024-12-3100032199ns10:Director22024-01-012024-12-3100032199ns10:Director62024-01-012024-12-3100032199ns10:Director72024-01-012024-12-3100032199ns10:Director82024-01-012024-12-3100032199ns10:Director92024-01-012024-12-3100032199ns10:CompanySecretary12024-01-012024-12-3100032199ns10:RegisteredOffice2024-01-012024-12-3100032199ns10:Director32024-01-012024-12-3100032199ns10:Director42024-01-012024-12-3100032199ns10:Director52024-01-012024-12-31000321991ns5:Exceptional2024-01-012024-12-31000321991ns5:Exceptional2023-01-012023-12-3100032199ns5:Non-currentFinancialInstruments2024-12-3100032199ns5:Non-currentFinancialInstruments2023-12-3100032199ns5:CurrentInventories2024-12-3100032199ns5:CurrentInventories2023-12-3100032199ns5:CurrentFinancialInstruments2024-12-3100032199ns5:CurrentFinancialInstruments2023-12-3100032199ns5:CurrentFinancialInstrumentsns5:InterestBearingFinancialInstruments2024-12-3100032199ns5:CurrentFinancialInstrumentsns5:InterestBearingFinancialInstruments2023-12-3100032199ns5:OtherProvisionsContingentLiabilities2024-12-3100032199ns5:OtherProvisionsContingentLiabilities2023-12-3100032199ns5:ShareCapital2024-12-3100032199ns5:ShareCapital2023-12-3100032199ns5:RetainedEarningsAccumulatedLosses2024-12-3100032199ns5:RetainedEarningsAccumulatedLosses2023-12-3100032199ns5:ShareCapital2022-12-3100032199ns5:RetainedEarningsAccumulatedLosses2022-12-3100032199ns5:RetainedEarningsAccumulatedLosses2023-01-012023-12-3100032199ns5:RetainedEarningsAccumulatedLosses2024-01-012024-12-310003219912024-01-012024-12-3100032199ns5:OwnedAssets2024-01-012024-12-3100032199ns5:OwnedAssets2023-01-012023-12-3100032199ns5:LeasedAssets2024-01-012024-12-3100032199ns5:LeasedAssets2023-01-012023-12-3100032199ns5:LandBuildings2023-12-3100032199ns5:ShortLeaseholdAssetsns5:LandBuildings2023-12-3100032199ns5:PlantMachinery2023-12-3100032199ns5:LandBuildings2024-01-012024-12-3100032199ns5:ShortLeaseholdAssetsns5:LandBuildings2024-01-012024-12-3100032199ns5:PlantMachinery2024-01-012024-12-3100032199ns5:LandBuildings2024-12-3100032199ns5:ShortLeaseholdAssetsns5:LandBuildings2024-12-3100032199ns5:PlantMachinery2024-12-3100032199ns5:LandBuildings2023-12-3100032199ns5:ShortLeaseholdAssetsns5:LandBuildings2023-12-3100032199ns5:PlantMachinery2023-12-3100032199ns5:FurnitureFittings2023-12-3100032199ns5:MotorVehicles2023-12-3100032199ns5:ComputerEquipment2023-12-3100032199ns5:FurnitureFittings2024-01-012024-12-3100032199ns5:MotorVehicles2024-01-012024-12-3100032199ns5:ComputerEquipment2024-01-012024-12-3100032199ns5:FurnitureFittings2024-12-3100032199ns5:MotorVehicles2024-12-3100032199ns5:ComputerEquipment2024-12-3100032199ns5:FurnitureFittings2023-12-3100032199ns5:MotorVehicles2023-12-3100032199ns5:ComputerEquipment2023-12-3100032199ns5:WithinOneYearns5:CurrentFinancialInstruments2024-12-3100032199ns5:WithinOneYearns5:CurrentFinancialInstruments2023-12-3100032199ns5:AllPeriodsns5:CurrentFinancialInstruments2024-12-3100032199ns5:BetweenOneTwoYears2024-12-3100032199ns5:BetweenTwoFiveYears2024-12-3100032199ns5:MoreThanFiveYears2024-12-3100032199ns10:OrdinaryShareClass12024-12-3100032199ns5:RetainedEarningsAccumulatedLosses2023-12-3100032199ns5:TotalForAllPensionPlansExcludingMedicalOtherPlans2023-01-012023-12-3100032199ns5:TotalForAllPensionPlansExcludingMedicalOtherPlans2023-12-3100032199ns5:TotalForAllPensionPlansExcludingMedicalOtherPlans2022-12-3100032199ns5:TotalForAllPensionPlansExcludingMedicalOtherPlans2024-12-3100032199ns5:TotalForAllPensionPlansExcludingMedicalOtherPlans2023-12-310003219912024-01-012024-12-31
REGISTERED NUMBER: 00032199 (England and Wales)















Strategic Report, Report of the Directors and

Financial Statements for the Year Ended 31 December 2024

for

Chandpore Tea Company Limited(The)

Chandpore Tea Company Limited(The) (Registered number: 00032199)






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 7

Income Statement 11

Statement of Comprehensive Income 12

Statement of Financial Position 13

Statement of Changes in Equity 15

Statement of Cash Flows 16

Notes to the Statement of Cash Flows 17

Notes to the Financial Statements 18


Chandpore Tea Company Limited(The)

Company Information
for the Year Ended 31 December 2024







DIRECTORS: S A Walker
K B Coombs
N V Hindia
S Moorshid
M Rahman
N U Ahmed



SECRETARY: N V Hindia



REGISTERED OFFICE: Wrotham Place
Bull Lane
Wrotham
Sevenoaks
Kent
TN15 7AE



REGISTERED NUMBER: 00032199 (England and Wales)



SENIOR STATUTORY
AUDITOR:
Makhan Chahal, FCA



INDEPENDENT AUDITORS: Deloitte LLP
1 New Street Square
London
EC4A 3HQ

Chandpore Tea Company Limited(The) (Registered number: 00032199)

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 1.6 mkg (31 December 2023: 1.5 mkg), sales volume 1.5 mkg (31 December 2023: 1.1 mkg), revenue £2.0m (31 December 2023: £1.7m) and operating loss £0.1m (31 December 2023: loss £0.5m).

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 9% on prior year. Crop increased further due to favorable 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 a 6.8% 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 provided some stability to costs.
The overall plantation area in 2024 remained unchanged. New planting activities were limited due to fund constraints and dry, hot weather during the planting season. Uprooting for future planting was increased in this 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.


Chandpore Tea Company Limited(The) (Registered number: 00032199)

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.

CORPORATE GOVERNANCE
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.

ON BEHALF OF THE BOARD:





M Rahman - Director


3 July 2025

Chandpore Tea Company Limited(The) (Registered number: 00032199)

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
S A Walker has held office during the whole of the period from 1 January 2024 to the date of this report.

Other changes in directors holding office are as follows:

S E Quadir - resigned 30 November 2024
J F B Panter - resigned 31 December 2024
I Ahmed - resigned 31 December 2024

K B Coombs , N V Hindia , S Moorshid , M Rahman and N U Ahmed were appointed as directors after 31 December 2024 but prior to the date of this report.

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.


Chandpore Tea Company Limited(The) (Registered number: 00032199)

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 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 £0.9m, 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.


Chandpore Tea Company Limited(The) (Registered number: 00032199)

Report of the Directors
for the Year Ended 31 December 2024

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.

AUDITORS
The auditors, Deloitte LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





M Rahman - Director


3 July 2025

Independent Auditors' Report to the Members of
Chandpore Tea Company Limited(The)

Opinion
In our opinion the financial statements of Chandpore 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
Chandpore 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
Chandpore 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
Chandpore 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.




Makhan Chahal, FCA (Senior Statutory Auditor)
for and on behalf of Deloitte LLP
1 New Street Square
London
EC4A 3HQ

3 July 2025

Chandpore Tea Company Limited(The) (Registered number: 00032199)

Income Statement
for the Year Ended 31 December 2024

31.12.24 31.12.23
Notes £    £   

CONTINUING OPERATIONS
Revenue 4 1,968,836 1,743,678

Cost of sales (1,939,518 ) (2,163,026 )
GROSS PROFIT/(LOSS) 29,318 (419,348 )

Other operating income 11,356 12,408
Administrative expenses (129,369 ) (122,743 )
OPERATING LOSS BEFORE
EXCEPTIONAL ITEMS

(88,695

)

(529,683

)

Exceptional items 6 522,040 -
OPERATING PROFIT/(LOSS) 433,345 (529,683 )

Finance costs 7 (259,151 ) (183,232 )

Finance income 7 43,611 27,855
PROFIT/(LOSS) BEFORE INCOME
TAX

8

217,805

(685,060

)

Income tax 9 (38,704 ) (28,996 )
PROFIT/(LOSS) FOR THE YEAR 179,101 (714,056 )

Chandpore Tea Company Limited(The) (Registered number: 00032199)

Statement of Comprehensive Income
for the Year Ended 31 December 2024

31.12.24 31.12.23
£    £   

PROFIT/(LOSS) FOR THE YEAR 179,101 (714,056 )

OTHER COMPREHENSIVE LOSS
Items that will not be reclassified to profit or loss:
Post employment benefit obligations (5,827 ) 26,213
Deferred tax 1,457 (7,208 )
Income tax relating to items that will not be
reclassified to profit or loss

-

-
(4,370 ) 19,005
Item that may be reclassified subsequently to profit or loss:
Foreign exchange translation differences (125,456 ) (311,139 )
Income tax relating to item that may be
reclassified subsequently to profit or loss

-

-
(125,456 ) (311,139 )
OTHER COMPREHENSIVE LOSS
FOR THE YEAR, NET OF INCOME
TAX


(129,826


)


(292,134


)
TOTAL COMPREHENSIVE
INCOME/(LOSS) FOR THE YEAR

49,275

(1,006,190

)

Chandpore Tea Company Limited(The) (Registered number: 00032199)

Statement of Financial Position
31 December 2024

31.12.24 31.12.23
Notes £    £   
ASSETS
NON-CURRENT ASSETS
Owned
Property, plant and equipment 10 2,708,240 2,940,634
Right-of-use
Property, plant and equipment 10, 17 56,293 62,796
Investment in associates 11 - 80,678
Investments 11 1,588,112 1,698,798
Trade and other receivables 13 54,426 58,219
4,407,071 4,841,125
CURRENT ASSETS
Inventories 12 658,713 546,734
Trade and other receivables 13 402,652 349,854
Cash and cash equivalents 14 4 37
1,061,369 896,625

LIABILITIES
CURRENT LIABILITIES
Trade and other payables 15 2,431,818 2,193,548
Financial liabilities - borrowings
Bank overdrafts 16 292,691 490,387
Loan and lease liabilities 16, 17 6,798 287,017
Tax payable 239,777 240,414
Provisions 19 20,827 16,043
2,991,911 3,227,409
NET CURRENT LIABILITIES (1,930,542 ) (2,330,784 )
NON-CURRENT LIABILITIES
Financial liabilities - borrowings
Loan and lease liabilities 16, 17 59,947 64,943
Pension liability 23 12,094 143
Deferred tax 20 493,388 583,430
565,429 648,516
NET ASSETS 1,911,100 1,861,825

Chandpore Tea Company Limited(The) (Registered number: 00032199)

Statement of Financial Position - continued
31 December 2024

SHAREHOLDERS' EQUITY
Called up share capital 21 275,000 275,000
Retained earnings 22 1,636,100 1,586,825
TOTAL EQUITY 1,911,100 1,861,825

The financial statements were approved by the Board of Directors and authorised for issue on 3 July 2025 and were signed on its behalf by:





M Rahman - Director


Chandpore Tea Company Limited(The) (Registered number: 00032199)

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 275,000 2,593,015 2,868,015

Changes in equity
Total comprehensive loss - (1,006,190 ) (1,006,190 )
Balance at 31 December 2023 275,000 1,586,825 1,861,825

Changes in equity
Total comprehensive income - 49,275 49,275
Balance at 31 December 2024 275,000 1,636,100 1,911,100

Chandpore Tea Company Limited(The) (Registered number: 00032199)

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 (56,584 ) (591,023 )
Interest paid (252,981 ) (164,293 )
Tax paid - (13,592 )
Taxation refund 3,090 -
Net cash from operating activities (306,475 ) (768,908 )

Cash flows from investing activities
Purchase of tangible fixed assets (83,524 ) (141,058 )
Sale of fixed asset investments 598,516 -
Interest received 25,994 8,590
Dividends received 17,617 19,265
Net cash from investing activities 558,603 (113,203 )

Cash flows from financing activities
New loans in year - 335,102
Loan repayments in year (265,069 ) (55,850 )
Intra-group loans movement 166,674 345,982
Payment of lease liabilities (7,060 ) (7,700 )
Net cash from financing activities (105,455 ) 617,534

Increase/(decrease) in cash and cash equivalents 146,673 (264,577 )
Cash and cash equivalents at
beginning of year

2

(490,350

)

(259,375

)
Effect of foreign exchange rate
changes

50,990

33,602
Cash and cash equivalents at end
of year

2

(292,687

)

(490,350

)

Chandpore Tea Company Limited(The) (Registered number: 00032199)

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 217,805 (685,060 )
Depreciation charges 127,105 138,604
Loss on disposal of fixed assets 222 -
Change in intra-grp balances excl. loans 159,127 113,700
Actuarial movement (5,827 ) 26,213
Exceptional item (522,040 ) -
Finance costs 259,151 183,232
Finance income (43,611 ) (27,855 )
191,932 (251,166 )
Increase in inventories (111,980 ) (262,808 )
Increase in trade and other receivables (106,123 ) (1,153 )
Decrease in trade and other payables (30,413 ) (75,896 )
Cash generated from operations (56,584 ) (591,023 )

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 4 37
Bank overdrafts (292,691 ) (490,387 )
(292,687 ) (490,350 )
Year ended 31 December 2023
31.12.23 1.1.23
£    £   
Cash and cash equivalents 37 70
Bank overdrafts (490,387 ) (259,445 )
(490,350 ) (259,375 )

Chandpore Tea Company Limited(The) (Registered number: 00032199)

Notes to the Financial Statements
for the Year Ended 31 December 2024


1. STATUTORY INFORMATION

Chandpore Tea Company Limited(The) is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2. ACCOUNTING POLICIES

Basis of preparation
These financial statements have been prepared in accordance with UK-adopted international accounting standards and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS. The financial statements have been prepared under the historical cost convention.

Preparation of consolidated financial statements
The financial statements contain information about Chandpore 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 1Classification of liabilities as current or non-current
Amendments to IAS 1Non-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 21The Effects of Changes in Foreign Exchange Rates
(amendments) - lack of exchangeability
Amendments to IFRS 7,
9
Classification and measurement of financial instruments
IFRS 18Presentation 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.

Chandpore Tea Company Limited(The) (Registered number: 00032199)

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.

Chandpore Tea Company Limited(The) (Registered number: 00032199)

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
Buildings5 to 40 years
Plant and machinery15 years
Vehicles8 years
Fixtures, fittings, tools and equipment10 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.

Chandpore Tea Company Limited(The) (Registered number: 00032199)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2024

2. ACCOUNTING POLICIES - continued

Financial assets
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.

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

Chandpore Tea Company Limited(The) (Registered number: 00032199)

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

Chandpore Tea Company Limited(The) (Registered number: 00032199)

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.

Chandpore Tea Company Limited(The) (Registered number: 00032199)

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.

Chandpore Tea Company Limited(The) (Registered number: 00032199)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2024

2. ACCOUNTING POLICIES - continued

Foreign currency translation
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.

Chandpore Tea Company Limited(The) (Registered number: 00032199)

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.

Chandpore Tea Company Limited(The) (Registered number: 00032199)

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 sales in Bangladesh and is recognised at a point in time.

5. EMPLOYEES AND DIRECTORS
31.12.24 31.12.23
£    £   
Wages and salaries 1,108,575 927,895
Other pension costs 33,362 46,025
1,141,937 973,920

The average number of employees during the year was as follows:
31.12.24 31.12.23

Production 1,748 1,749
Management and administration 8 7
1,756 1,756

31.12.24 31.12.23
£    £   
Directors' remuneration - -

The Directors received no emoluments during the year from the Company (31 December 2023: £nil) as they are remunerated by other group companies.

Chandpore Tea Company Limited(The) (Registered number: 00032199)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2024

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 Limited10,8053,438
United Finance Limited523,550518,603
534,355522,040

7. NET FINANCE COSTS
31.12.24 31.12.23
£    £   
Finance income:
Dividends received assoc. 17,617 19,265
Interest receivable 25,994 8,590
43,611 27,855
Finance costs:
Bank interest 253,319 175,331
Leasing 6,171 6,858
Interest on pension scheme liabilities (339 ) 1,043
259,151 183,232

Net finance costs 215,540 155,377

8. PROFIT/(LOSS) BEFORE INCOME TAX

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 234,429 301,870
Depreciation - owned assets 124,657 135,561
Depreciation - assets on finance leases 2,446 2,689

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.

Chandpore Tea Company Limited(The) (Registered number: 00032199)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2024

9. INCOME TAX

Analysis of tax expense
31.12.24 31.12.23
£    £   
Current tax:
Tax overseas 90,004 10,704

Deferred tax (51,300 ) 18,292
Total tax expense in income statement 38,704 28,996

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 217,805 (685,060 )
Profit/(loss) multiplied by the standard rate of corporation tax
in the UK of 25% (2023 - 23.500%)

54,451

(160,989

)

Effects of:
Change in deferred tax not recognised 7,505 160,989
Adjustment in respect of foreign tax rates 39,957 10,704
Movement in other timing differences (63,209 ) 18,292
Tax expense 38,704 28,996

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.

Chandpore Tea Company Limited(The) (Registered number: 00032199)

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 2,668,435 944,029 758,681
Additions - 7,050 17,635
Disposals (38,491 ) - -
Exchange differences (174,231 ) (61,606 ) (49,676 )
Reclassification/transfer 65,114 - -
At 31 December 2024 2,520,827 889,473 726,640
DEPRECIATION
At 1 January 2024 689,756 451,704 490,164
Charge for year 73,919 13,733 30,882
Eliminated on disposal (38,257 ) - -
Exchange differences (45,434 ) (29,621 ) (32,364 )
At 31 December 2024 679,984 435,816 488,682
NET BOOK VALUE
At 31 December 2024 1,840,843 453,657 237,958
At 31 December 2023 1,978,679 492,325 268,517

Chandpore Tea Company Limited(The) (Registered number: 00032199)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2024

10. PROPERTY, PLANT AND EQUIPMENT - continued

Assets in
Fixtures the
Motor and course of
vehicles fittings construction Totals
£    £    £    £   
COST
At 1 January 2024 105,244 68,994 221,092 4,766,475
Additions - - 58,839 83,524
Disposals - - - (38,491 )
Exchange differences (6,857 ) (4,495 ) (14,319 ) (311,184 )
Reclassification/transfer - - (65,114 ) -
At 31 December 2024 98,387 64,499 200,498 4,500,324
DEPRECIATION
At 1 January 2024 77,768 53,653 - 1,763,045
Charge for year 5,790 2,779 - 127,103
Eliminated on disposal - - - (38,257 )
Exchange differences (5,147 ) (3,534 ) - (116,100 )
At 31 December 2024 78,411 52,898 - 1,735,791
NET BOOK VALUE
At 31 December 2024 19,976 11,601 200,498 2,764,533
At 31 December 2023 27,476 15,341 221,092 3,003,430

11. INVESTMENTS
Shares in Interest
group in
undertakings associate Totals
£    £    £   
COST
At 1 January 2024 1,698,798 80,678 1,779,476
Disposals - (80,678 ) (80,678 )
Exchange differences (110,686 ) - (110,686 )
At 31 December 2024 1,588,112 - 1,588,112
NET BOOK VALUE
At 31 December 2024 1,588,112 - 1,588,112
At 31 December 2023 1,698,798 80,678 1,779,476

The Company has neither control nor significant influence over these investments. Investments are carried at cost less impairment, if any.

Chandpore Tea Company Limited(The) (Registered number: 00032199)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2024

12. INVENTORIES

31.12.24 31.12.23
£    £   
Made tea inventory 582,177 435,560
Raw materials biological assets (6 ) -
Rubber inventory 5,680 22,327
Work-in-progress 3,400 1,958
Estate supplies and sundry stores 67,462 86,889
658,713 546,734

13. TRADE AND OTHER RECEIVABLES

31.12.24 31.12.23
£    £   
Current:
Trade debtors 160,425 53,755
Amounts owed by group undertakings 94,038 151,156
Other debtors 141,764 138,055
Prepayments and accrued income 6,425 6,888
402,652 349,854

Non-current:
Other debtors 54,426 58,219

Aggregate amounts 457,078 408,073

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 4 37

Chandpore Tea Company Limited(The) (Registered number: 00032199)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2024

15. TRADE AND OTHER PAYABLES

31.12.24 31.12.23
£    £   
Current:
Trade creditors 103,944 52,173
Amounts owed to group undertakings 1,987,978 1,719,295
Social security and other taxes 103,864 111,103
Other creditors 236,032 310,977
2,431,818 2,193,548

16. FINANCIAL LIABILITIES - BORROWINGS

31.12.24 31.12.23
£    £   
Current:
Bank overdrafts 292,691 490,387
Bank loans - 279,627
Leases (see note 17) 6,798 7,390
299,489 777,404

Non-current:
Leases (see note 17) 59,947 64,943

Terms and debt repayment schedule

1 year or More than
less 1-2 years 2-5 years 5 years Totals
£    £    £    £    £   
Bank overdrafts 292,691 - - - 292,691
Leases 6,798 6,798 20,394 32,755 66,745
299,489 6,798 20,394 32,755 359,436

Interest rates vary from 9.5% per annum to 13% per annum (year: 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.

Chandpore Tea Company Limited(The) (Registered number: 00032199)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2024

17. LEASING

Right-of-use assets

Property, plant and equipment

31.12.24 31.12.23
£    £   
COST
At 1 January 2024 75,700 85,756
Exchange differences (4,932 ) (10,056 )
70,768 75,700

DEPRECIATION
At 1 January 2024 12,904 11,694
Charge for year 2,446 2,689
Exchange differences (875 ) (1,479 )
14,475 12,904

NET BOOK VALUE 56,293 62,796

Loan and lease liabilities

Minimum lease payments fall due as follows:

31.12.24 31.12.23
£    £   
Gross obligations repayable:
Within one year 6,798 7,390
Between one and five years 27,192 29,560
In more than five years 32,755 35,383

66,745 72,333

Finance charges repayable:

Net obligations repayable:
Within one year 6,798 7,390
Between one and five years 27,192 29,560
In more than five years 32,755 35,383
66,745 72,333

Chandpore Tea Company Limited(The) (Registered number: 00032199)

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 4 37
Trade and other receivables excluding prepayments 450,653 295,074
450,657 295,111
Liabilities as per Balance Sheet
Borrowings 292,691 770,014
Lease liabilities 66,745 72,333
Trade and other payables excluding taxation 2,431,818 2,193,548
2,791,254 3,035,895
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.

Chandpore Tea Company Limited(The) (Registered number: 00032199)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2024

19. PROVISIONS

31.12.24 31.12.23
£    £   
Other provisions 20,827 16,043

Analysed as follows:
Current 20,827 16,043

The provisions are in respect of wage and bonus negotiations.

20. DEFERRED TAX

31.12.24 31.12.23
£    £   
Balance at 1 January 583,430 633,207
Exchange differences (37,285 ) (75,277 )
Movement to the Income Statement (51,300 ) 18,292
Movement to Other Comprehensive Income (1,457 ) 7,208
Balance at 31 December 493,388 583,430

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 £438,889 (31.12.23: £366,575) 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: £    £   
275,000 Ordinary £1 275,000 275,000

Chandpore Tea Company Limited(The) (Registered number: 00032199)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2024

22. RESERVES
Retained
earnings
£   

At 1 January 2024 1,586,825
Profit for the year 179,101
OCI movements (129,826 )
At 31 December 2024 1,636,100


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 6,640 8,191
Net interest from net defined benefit
asset/liability

(339

)

1,042
Past service cost - -
6,301 9,233

Actual return on plan assets 17,006 13,181

Chandpore Tea Company Limited(The) (Registered number: 00032199)

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 173,184 203,721
Current service cost 6,640 8,191
Interest cost 16,667 14,223
Benefits paid (29,947 ) (372 )
Exchange differences on foreign
plans

(11,099

)

(23,611

)
Actuarial (gains)/losses from
changes in financial assumptions

(6,843

)

(28,968

)
148,602 173,184

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 173,041 185,098
Interest income 17,006 13,181
Benefits paid (29,947 ) (372 )
Exchange differences on foreign
plans

(10,922

)

(22,111

)
Return on plan assets (excluding
interest income)

(12,670

)

(2,755

)
136,508 173,041

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

6,843

28,968
Return on plan assets (excluding
interest income)

(12,670

)

(2,755

)
(5,827 ) 26,213

Chandpore Tea Company Limited(The) (Registered number: 00032199)

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 12.50% 10.80%
Future salary increases 6.00% 6.00%

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+1-4.5
Discount rate-15.1
Salary escalation rate+15.4
Salary escalation rate-1-4.9

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.

Chandpore Tea Company Limited(The) (Registered number: 00032199)

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 £    £    £    £   

Mazdehee Tea Company 40,652 (17,410 )
Surmah Valley Tea Company 24,540 (219,522 ) (42,521 )
Amo Tea Company (28,424 ) 13,551 (1,067,967 )
Allynugger Tea Company 218,167 94,038
Lungla (Sylhet) Tea Company (125,601 ) 142,283 (805,366 )
Duncan Brothers (Bangladesh) (5,828 ) 130,294
Eastland Camellia (106,952 ) (8,676 )
Duncan Products (14,295 )
Duncan Properties (20,045 ) (2,256 )
Longbourne Holdings (29,251 )
Octavius Steel & Company (236 )
(110,836 ) (131,429 ) 305,380 (1,893,940 )

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 have been no subsequent events requiring disclosure.