| REGISTERED NUMBER: |
| Midland Chilled Foods Limited |
| Strategic Report, Report of the Directors and |
| Financial Statements |
| for the Year Ended 31 December 2024 |
| REGISTERED NUMBER: |
| Midland Chilled Foods Limited |
| Strategic Report, Report of the Directors and |
| Financial Statements |
| for the Year Ended 31 December 2024 |
| Midland Chilled Foods Limited (Registered number: 01104045) |
| Contents of the Financial Statements |
| for the Year Ended 31 December 2024 |
| Page |
| Company Information | 1 |
| Strategic Report | 2 |
| Report of the Directors | 6 |
| Report of the Independent Auditors | 8 |
| Income Statement | 11 |
| Other Comprehensive Income | 12 |
| Balance Sheet | 13 |
| Statement of Changes in Equity | 14 |
| Cash Flow Statement | 15 |
| Notes to the Cash Flow Statement | 16 |
| Notes to the Financial Statements | 17 |
| Midland Chilled Foods Limited |
| Company Information |
| for the Year Ended 31 December 2024 |
| DIRECTORS: |
| REGISTERED OFFICE: |
| BUSINESS ADDRESS: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Statutory Auditor |
| Sterling House |
| 97 Lichfield Street |
| Tamworth |
| Staffordshire |
| B79 7QF |
| Midland Chilled Foods Limited (Registered number: 01104045) |
| Strategic Report |
| for the Year Ended 31 December 2024 |
| The directors present their strategic report for the year ended 31 December 2024. |
| BUSINESS MODEL |
| The objective for Midland Chilled Foods Ltd was and is to provide a sustainable first class service to customers throughout the UK, focusing at all times on the service and relationship with customers and suppliers alike. Continuous re-investment in new technology and systems maintained to enhance this objective. |
| Operating in wholesale, foodservice and retail food sectors, a wide range of chilled, ambient and frozen foods are distributed, with a focus on the Italian Dairy product manufactured by our parent company Granarolo Spa. |
| REVIEW OF BUSINESS |
| The key financial performance indicators for the company during the year were as follows: |
| 2024 | 2023 | Change |
| £ | £ |
| Turnover | 46,753 | 42,882 | 9.02% |
| Gross Profit | 8,697 | 8,000 | 8.71% |
| Gross Profit Margin % | 18.60% | 18.66% |
| Operating Profit | 2,698 | 1,525 | 76.92% |
| Profit Before Tax | 2,640 | 1,430 | 84.62% |
| Average number of employees | 127 | 166 | -39 |
| The directors are pleased to report a strong performance for the year given the uncertainties within the food industry, particularly the dairy sector which is impacted by price fluctuations and highly volatile market environment. |
| In a challenging year following restructuring post fire in 2023, head count was reduced by 39. Despite this the company showed an increase in turnover of £3.87m, and an increase in profitability of 84.62%. The increase in turnover reflects the business strategic focus to leverage our parent company Granarolo Spa's dairy product range, and wider global reach of dairy products to help strengthen our UK sales, replacing turnover from our fire destroyed pastry production facility. |
| Ongoing challenges persist in the growth of the business, with volatility in product costs, coupled with inflationary pressures and the cost of living crisis. Prices continue to be affected by matters further afield, with the war in Ukraine still causing market disruption. Energy costs, in particular fuel and electric, and the UK government increases to National Minimum Wage and National Insurance, will all have a bearing on the future profitability of the business. |
| Operationally we continue to strive to operate as efficiently as possible, striving to minimise our environmental impact by using our vehicle fleet as effectively as possible, whilst maintaining our high delivery standards. Investment in new fleet vehicles will be a key driver in our efforts to minimise our environmental impact. |
| KEY PERFORMANCE INDICATORS |
| The financial and key performance indicators that provide an understanding of the growth and development of business, performance, and the position of the business are primarily changes in the sales volumes by product, sales margin by product, wastage, customer delivery service, headcount, net financial position and pre tax profitability. |
| Non financial KPI's that impact the business performance beyond financial matters are, absenteeism levels, employee turnover, customer satisfaction and brand awareness. |
| One of the key pillars in the company growth strategy is the increase in market share of the Italian dairy market in the UK of our Granarolo dairy products, by increasing the brand awareness. |
| FUTURE OUTLOOK |
| The company strategy is continued growth in the wholesale, foodservice and retail food sectors. Key pillars to this growth will be the Italian dairy products and plant based range of products manufactured by our parent company in Italy. Our new purpose built warehouse facility opening in 2025, will increase our warehouse capacity by over 50%, enabling expansion of our product range, which will give us the opportunity to build new customer synergies. |
| Midland Chilled Foods Limited (Registered number: 01104045) |
| Strategic Report |
| for the Year Ended 31 December 2024 |
| PRINCIPAL RISKS AND UNCERTAINTIES |
| The company aims to manage the uncertainty of future revenue streams by focusing on its proven market leading service, maintaining strong relationships with all of its customers. The investment into our new state of the art warehouse facility in 2025 will allow us to diversify into new and emerging markets. |
| The company's activities expose it to a number of financial risks including product price risk, credit risk and foreign currency risk. The directors review and agree policies for managing these risks as described below: |
| Product Price Risk |
| The company is exposed to fluctuations in market prices, particularly dairy products and cooked meats. The position is continually monitored and where possible and appropriate the risk is managed by securing contracted prices at favourable rates. |
| Credit Risk |
| The company trades with only recognised, credit worthy third parties. It is company policy that all customers who wish to trade on credit terms are subject to credit vetting procedures. In addition, trade debtor balances are monitored on an ongoing basis with the result that the company's exposure to bad debts is mitigated. The company also has bad debt insurance in place on most of its trade debtors. Credit checks are undertaken on all prospective customers and limits/terms are set based on the insurance cover granted. Customers not meeting this criteria trade on a proforma agreement until such time as they have an established and approved payment record history that will satisfy our credit insurance requirements. |
| Foreign Currency Risk |
| The company is potentially exposed to foreign currency risk as we purchase varied dairy products and continental meats from Europe. Currency fluctuation risk in the EURO are minimised by forward buying our currency with Barclays. |
| Midland Chilled Foods Limited (Registered number: 01104045) |
| Strategic Report |
| for the Year Ended 31 December 2024 |
| SECTION 172(1) STATEMENT |
| Our Section 172 statement summarises how the directors have factored stakeholder considerations into our decision making. |
| Section 172 of the Companies Act 2006, imposes the duty on a director to act in a way that he or she considers, in good faith, would be most likely to promote the long term success of the company for the benefit of its members as a whole. The Companies regulations 2018 require companies to report on how the directors have fulfilled the requirements of Section 172 including how the directors have factored stakeholder considerations into its decision making. |
| The directors are fully aware of and support these requirements. We are pleased to describe below how the directors engage with our stakeholders. The Company's key stakeholders have an important role in the successful operation of our business. Our directors are fully aware of, and take seriously, their responsibilities to those stakeholders under the Act. |
| We believe that it is appropriate to consider the potential impact on our stakeholders when considering the Company's strategy and in making our key decisions. Indeed, these responsibilities are rooted in our culture, values and company purpose. |
| The directors consider that, in its decisions and actions to date, it has acted in a way that would promote the success of the Company for the benefit of its members as a whole, while having regard to stakeholders and matters set out in Section 172. The Company's key stakeholders have been identified as our employees, customers, suppliers and vendors, the environment and communities in which we operate, and investors. It receives updates on each of these and takes steps to ensure that it remains well informed about them. |
| The Company directors believe strongly in doing business in the right way, with all its decisions underpinned by the impact they have on our five main stakeholder groups. |
| Long term Decision Making |
| The directors have put in place a structured governance model in line with that of our parent company, Granarolo Spa. Scheduled Board meetings and clear documentation and authority levels control the decision making process. All key decisions are considered, documented and reported upon, and in alignment with our strategic plans for the future. Detailed budgets and forecasts are enabled to ensure performance is tracked and is matching expectations, and if necessary mitigating steps are taken to deliver the performance in line with, or as close to, those expectations. |
| The directors operate within this structure with the aim of promoting the success of the company. Business proposals are documented in line with, and performance tracked against, levels of authority. |
| Business Conduct |
| We have a code of conduct setting out the behaviours and values expected of all our colleagues, which we communicate to all colleagues and third parties. We have processes to update our directors and senior management on the operation of our code and in independent whistleblowing service to enable employees and third parties to anonymously raise concerns. The directors require all of our people to work to the highest standards of business conduct. Our focus is to do what is right ahead of what is the easy option. This is supported through ongoing communication and awareness of, and training in, acceptable company conduct. Any reports of inappropriate behaviour are independently investigated, and action taken where necessary. |
| Since the takeover of Midland Chilled Foods by Granarolo Spa in 2018, this has been a key communication driven by directors and senior management to all our key stakeholders. |
| STAKEHOLDER ENGAGEMENT |
| Employee Engagement |
| We consider that our employees act and behave with the utmost integrity and expertise in providing our customers chilled, frozen and ambient food products. In doing, so the directors consider employees are rewarded fairly to deliver the company strategy. |
| The directors are kept informed on employee related at every Board meeting. Updates are provided at monthly senior management meetings by the Company's HR manager. This is reviewed at Board meetings, and feedback provided to the HR manager when necessary. |
| All employees are aware of the Company news and financial performance in quarterly business updates. Notice boards and team briefings keep staff up to date on daily matters. |
| Customers |
| Midland Chilled Foods Limited (Registered number: 01104045) |
| Strategic Report |
| for the Year Ended 31 December 2024 |
| Our customer base continues to grow, and they have regular contact with our National Sales account managers, office based telesales team and our own fleet drivers. Any feedback is received via any of these channels, and reported at senior management meetings on a monthly basis. The Board is kept informed of any feedback received. |
| Suppliers |
| We have a strong and long standing relationship with a lot of our suppliers. All our suppliers are vetted to meet our BRC accrediation requirements, which considers the environment, work environment, human rights, business ethics and quality. |
| Additional third parties that are of great importance to the Company include our professional advisers, bankers and various regulators. |
| The directors are kept informed of the Company's interactions with key third party relationships, be they suppliers or other key providers of services or regulatory oversight. The Company places the utmost importance on the integrity of our supplier agreements with a focus on the robustness of supply of products and services. All third party suppliers are regularly scrutinised so as to ensure that there are no matters that could potentially harm our reputation or which are financially damaging to us. All agreements with third parties are set out in writing with clearly documented terms and conditions that cover, amongst other things, level of service, payment terms and working practices. |
| Our Community and the Environment |
| Over 80% of our workforce are from the local community. Realising the importance of the local community we look to offer discounted products where possible for them to purchase. |
| Our directors and senior management team are aware of the need to be cognisant of the effect that our operations and those who provide us with goods and services have on the environment. We seek to minimise our impact on the environment. Every two years we consult with environmental consultants to ensure the energy efficiency of our sites. |
| ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) |
| Sustainability |
| The company, as part of the Granarolo Group, is committed to the group carbon reduction plan to achieve net zero carbon emissions by 2027. At least 10% of energy will be renewable, 30% use of reusable plastic and 5% recovery of water, all by 2027. Our new state of the art warehouse facility to be completed in 2025 will help us achieve these goals. |
| Social Responsibility |
| The company sponsors and supports local and regional charities, and local foodbanks, as well as small individual charities and sports teams. |
| The company also actively engages with the local authorities to ensure that the maintenance, upkeeping and day to day operation of the local environment resources are maintained. |
| Governance |
| The company adheres to the all appliable Environmental governance, and strives to continuously reduce our Plastic Packaging Tax by introducing innovative packaging lines using more than 30% recycled plastic. |
| ON BEHALF OF THE BOARD: |
| Midland Chilled Foods Limited (Registered number: 01104045) |
| 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 the wholesale marketing of a wide range of chilled, frozen and ambient processed food products, including our own "Bakers Range" range and own label ranges for many major customers. |
| DIVIDENDS |
| No dividends will be distributed for the year ended 31 December 2024. |
| DIRECTORS |
| The directors shown below have 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: |
| 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the 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 whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements; |
| - | 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 ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
| Midland Chilled Foods Limited (Registered number: 01104045) |
| Report of the Directors |
| for the Year Ended 31 December 2024 |
| AUDITORS |
| The auditors, TC Group, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
| ON BEHALF OF THE BOARD: |
| Report of the Independent Auditors to the Members of |
| Midland Chilled Foods Limited |
| Opinion |
| We have audited the financial statements of Midland Chilled Foods Limited (the 'company') for the year ended 31 December 2024 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
| In our opinion the financial statements: |
| - | 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; |
| - | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
| - | have been prepared in accordance with the requirements of the Companies Act 2006. |
| Basis for opinion |
| We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' 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 FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
| Conclusions relating to going concern |
| In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
| Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
| Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
| Other information |
| The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
| 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. |
| In connection with our audit of the financial statements, 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 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. |
| We have nothing to report in this regard. |
| Opinions on other matters prescribed by the Companies Act 2006 |
| In our opinion, based on the work undertaken in the course of the audit: |
| - | the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
| - | the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
| Report of the Independent Auditors to the Members of |
| Midland Chilled Foods Limited |
| Matters on which we are required to report by exception |
| 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 material misstatements in the Strategic Report or the Report of the Directors. |
| We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
| - | adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or |
| - | the financial statements are not in agreement with the accounting records and returns; or |
| - | certain disclosures of directors' remuneration specified by law are not made; or |
| - | we have not received all the information and explanations we require for our audit. |
| Responsibilities of directors |
| As explained more fully in the Statement of Directors' Responsibilities set out on page six, 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 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. |
| Auditors' 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 a Report of the Auditors 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. Irregularities, including fraud, are instances of non-compliance with laws and regulations. |
| The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
| Extent to which the audit was considered capable of detecting irregularities, including fraud |
| The objectives of our audit, in respect to fraud, are: to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses; and to respond appropriately to fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and its management. |
| Report of the Independent Auditors to the Members of |
| Midland Chilled Foods Limited |
| Our approach was as follows: |
| - we identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience, and through discussion with the directors and other management (as required by auditing standards), and discussed with the directors and other management the policies and procedures regarding compliance with laws and regulations; |
| - we considered the legal and regulatory frameworks directly applicable to the financial statements reporting framework (FRS 102 and the Companies Act 2006) and the relevant tax compliance regulations in the UK; |
| - we considered the nature of the industry, the control environment and business performance, including the key drivers for management’s remuneration; |
| - we communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit, also all areas where fraud might occur in the financial statements and how; |
| - we considered the procedures and controls that the company has established to address risks identified, or that otherwise prevent, deter and detect fraud; and how senior management monitors these programmes and controls; |
| - we considered how the directors and management respond to risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud; |
| - we performed detailed analytical procedures to identify and unusual or unexpected relationships that may indicate risks of material misstatement due to fraud; |
| Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Where the risk was considered to be higher, we performed audit procedures to address each identified fraud risk. These procedures included: testing manual journals; reviewing the financial statement disclosures and testing to supporting documentation; performing analytical procedures; and enquiring of management, and were designed to provide reasonable assurance that the financial statements were free from fraud or error. |
| Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations. |
| A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
| 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 a Report of the Auditors 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 |
| Statutory Auditor |
| Sterling House |
| 97 Lichfield Street |
| Tamworth |
| Staffordshire |
| B79 7QF |
| Midland Chilled Foods Limited (Registered number: 01104045) |
| Income Statement |
| for the Year Ended 31 December 2024 |
| 2024 | 2023 |
| Notes | £ | £ | £ |
| TURNOVER | 3 |
| Cost of sales |
| GROSS PROFIT |
| Distribution costs |
| Administrative expenses |
| 5,999,473 | 6,476,151 |
| OPERATING PROFIT | 5 |
| Interest payable and similar expenses | 8 |
| PROFIT BEFORE TAXATION |
| Tax on profit | 9 |
| PROFIT FOR THE FINANCIAL YEAR |
| Midland Chilled Foods Limited (Registered number: 01104045) |
| Other Comprehensive Income |
| for the Year Ended 31 December 2024 |
| 2024 | 2023 |
| Notes | £ | £ |
| PROFIT FOR THE YEAR |
| OTHER COMPREHENSIVE INCOME | - | - |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
| Midland Chilled Foods Limited (Registered number: 01104045) |
| Balance Sheet |
| 31 December 2024 |
| 2024 | 2023 |
| Notes | £ | £ | £ |
| FIXED ASSETS |
| Intangible assets | 10 |
| Tangible assets | 11 |
| Investments | 12 |
| CURRENT ASSETS |
| Stocks | 13 |
| Debtors | 14 |
| Cash at bank |
| CREDITORS |
| Amounts falling due within one year | 15 |
| NET CURRENT ASSETS |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| CREDITORS |
| Amounts falling due after more than one year |
16 |
( |
) |
( |
) |
| PROVISIONS FOR LIABILITIES | 20 | ( |
) | ( |
) |
| NET ASSETS |
| CAPITAL AND RESERVES |
| Called up share capital | 21 |
| Retained earnings | 22 |
| SHAREHOLDERS' FUNDS |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| Midland Chilled Foods Limited (Registered number: 01104045) |
| 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 income | - |
| Balance at 31 December 2023 |
| Changes in equity |
| Total comprehensive income | - |
| Balance at 31 December 2024 |
| Midland Chilled Foods Limited (Registered number: 01104045) |
| Cash Flow Statement |
| for the Year Ended 31 December 2024 |
| 2024 | 2023 |
| Notes | £ | £ |
| Cash flows from operating activities |
| Cash generated from operations | 1 | ( |
) |
| Interest paid | ( |
) | ( |
) |
| Interest element of hire purchase or finance lease rental payments paid |
( |
) |
| Tax paid | ( |
) | ( |
) |
| Net cash from operating activities | ( |
) |
| Cash flows from investing activities |
| Purchase of tangible fixed assets | ( |
) | ( |
) |
| Sale of tangible fixed assets |
| Net cash from investing activities | ( |
) |
| Cash flows from financing activities |
| Loan repayments in year | ( |
) | ( |
) |
| Intercompany movement | 972,587 | 2,863,930 |
| Capital repayments in year | ( |
) |
| Net cash from financing activities |
| Increase in cash and cash equivalents |
| Cash and cash equivalents at beginning of year |
2 |
(38,500 |
) |
(254,260 |
) |
| Cash and cash equivalents at end of year | 2 | 874,643 | ( |
) |
| Midland Chilled Foods Limited (Registered number: 01104045) |
| Notes to the Cash Flow Statement |
| for the Year Ended 31 December 2024 |
| 1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
| 2024 | 2023 |
| £ | £ |
| Profit before taxation |
| Depreciation charges |
| Profit on disposal of fixed assets | ( |
) |
| Finance costs | 57,992 | 93,797 |
| 3,080,064 | 2,051,861 |
| (Increase)/decrease in stocks | ( |
) |
| Increase in trade and other debtors | ( |
) | ( |
) |
| Increase/(decrease) in trade and other creditors | ( |
) |
| Cash generated from operations | ( |
) |
| 2. | CASH AND CASH EQUIVALENTS |
| The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
| Year ended 31 December 2024 |
| 31.12.24 | 1.1.24 |
| £ | £ |
| Cash and cash equivalents | 874,643 | 13,699 |
| Bank overdrafts | ( |
) |
| 874,643 | (38,500 | ) |
| Year ended 31 December 2023 |
| 31.12.23 | 1.1.23 |
| £ | £ |
| Cash and cash equivalents | 13,699 | 2,497 |
| Bank overdrafts | ( |
) | ( |
) |
| (38,500 | ) | (254,260 | ) |
| 3. | ANALYSIS OF CHANGES IN NET (DEBT)/FUNDS |
| At 1.1.24 | Cash flow | At 31.12.24 |
| £ | £ | £ |
| Net cash |
| Cash at bank | 13,699 | 860,944 | 874,643 |
| Bank overdrafts | (52,199 | ) | 52,199 | - |
| (38,500 | ) | 874,643 |
| Debt |
| Debts falling due within 1 year | (147,075 | ) | (7,519 | ) | (154,594 | ) |
| Debts falling due after 1 year | (335,497 | ) | 158,500 | (176,997 | ) |
| (482,572 | ) | 150,981 | (331,591 | ) |
| Total | (521,072 | ) | 1,064,124 | 543,052 |
| Midland Chilled Foods Limited (Registered number: 01104045) |
| Notes to the Financial Statements |
| for the Year Ended 31 December 2024 |
| 1. | STATUTORY INFORMATION |
| Midland Chilled Foods Limited is a |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| The financial statements have been prepared on a going concern basis which assumes that the company will continue to operate for the foreseeable future. Parent company support has been confirmed for the next 12 months and budgets and cash flow projections compiled which indicate the company has sufficient reserves to continue to trade. The directors believe that support afforded, careful cashflow considerations is sufficient upon which to adopt the going concern basis. |
| Related party exemption |
| The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
| Significant judgements and estimates |
| In the application of the company's accounting policies, the directors are required to make judgement, estimates and assumptions about carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. |
| The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of revision and future periods where the revision affects both current and future periods. |
| In preparing these financial statements the directors have made judgements including: |
| Useful economic lives of tangible fixed assets |
| The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful economic lives and residual values of the assets. The useful economic lives and residual values are assessed annually. They are amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and the physical condition of the assets. |
| Leasing obligations |
| Determine whether leases entered into by the company either as a lessor or a lessee are operating or finance leases. These decisions depend on an assessment of whether the risks and rewards of ownership have been transferred from the lessor to the lessee on a lease by lease basis based on an evaluation of the terms and conditions of the arrangements, and accordingly whether the lease requires an asset and liability to be recognised in the statement of financial position. |
| Provisions |
| A provision is recognised when the company has a present legal or constructive obligation as a result of a past event for which it is probable that an outflow of resources will be required to settle the obligation and the amount can be reliably estimated. If the effect is material, provisions are determined by discounting the expected future cash flow at a rate that reflects the time value of money and the risks specific to the liability. |
| Whether a present obligation is probable or not requires judgement. The nature and type of risks for these provisions differ and management's judgement is applied regarding the nature and extent of obligations in deciding if an outflow of resources is probable or not. |
| Midland Chilled Foods Limited (Registered number: 01104045) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Sales ledger bad debt provisions |
| Management review debts on a case by case basis to highlight deviation from terms and therefore possible provision requirement. |
| Stock provisions |
| Through experience over time, the management have formulated a standard policy of provisioning based on stock movement. This is monitored on an ongoing basis and judgement used on a line by line basis should trends change significantly. |
| Turnover |
| Turnover represents amounts receivable for goods and services net of VAT and trade discounts. Turnover is recognised on despatch of goods. |
| Goodwill |
| Acquired goodwill is written off in equal annual instalments over its estimated useful economic life of 10 years. |
| Intangible assets |
| Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and accumulated impairment losses. |
| Development costs are being amortised evenly over their estimated useful life of ten years. |
| Tangible fixed assets |
| Freehold property | - |
| Plant and machinery | - |
| Motor vehicles | - |
| Stocks |
| Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. |
| Financial instruments |
| Financial instruments are classified and accounted for, according to the substance of the contractual arrangement, as either financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. |
| Debtors |
| Short-term debtors are measured at transaction price, less any impairment. Loans receivable are |
| measured initially at fair value, net of transaction costs, and are measured subsequently at |
| amortised cost using the effective interest method, less any impairment. |
| Creditors |
| Short-term creditors are measured at the transaction price. Other financial liabilities, including bank |
| loans, are measured initially at fair value, net of transaction costs, and are measured subsequently |
| at amortised cost using the effective interest method. |
| Cash and cash equivalents |
| Cash is represented by cash in hand and deposits with financial institutions repayable without |
| penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that |
| mature in no more than three months from the date of acquisition and that are readily convertible to |
| known amounts of cash with insignificant risk of change in value. |
| Midland Chilled Foods Limited (Registered number: 01104045) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Taxation |
| Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
| Current or deferred taxation assets and liabilities are not discounted. |
| Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
| Deferred tax |
| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
| Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
| Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
| Foreign currencies |
| Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
| Hire purchase and leasing commitments |
| Assets obtained under hire purchase contracts and finance leases are capitalised as tangible assets and depreciated over the shorter of the lease term and their useful lives. Obligations under such agreements are included in creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to the profit and loss account so as to produce a constant periodic rate of charge on the net obligation outstanding in each period. |
| Rentals payable under operating leases are charged against income on a straight line basis over the lease term. |
| Pension costs and other post-retirement benefits |
| The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate. |
| 3. | TURNOVER |
| The turnover and profit before taxation are attributable to the one principal activity of the company. |
| An analysis of turnover by geographical market is given below: |
| 2024 | 2023 |
| £ | £ |
| United Kingdom |
| 4. | EMPLOYEES AND DIRECTORS |
| 2024 | 2023 |
| £ | £ |
| Wages and salaries |
| Social security costs |
| Other pension costs |
| Midland Chilled Foods Limited (Registered number: 01104045) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 4. | EMPLOYEES AND DIRECTORS - continued |
| The average number of employees during the year was as follows: |
| 2024 | 2023 |
| Direct | 83 | 117 |
| Administration | 44 | 49 |
| 2024 | 2023 |
| £ | £ |
| Directors' remuneration |
| Directors' pension contributions to money purchase schemes |
| 5. | OPERATING PROFIT |
| The operating profit is stated after charging/(crediting): |
| 2024 | 2023 |
| £ | £ |
| Depreciation - owned assets |
| Profit on disposal of fixed assets | ( |
) |
| Development costs amortisation |
| Foreign exchange differences | ( |
) |
| 6. | AUDITORS' REMUNERATION |
| 2024 | 2023 |
| £ | £ |
| Fees payable to the company's auditors and their associates for the audit of the company's financial statements |
20,600 |
22,000 |
| Taxation compliance services |
| Other non- audit services |
| 7. | EXCEPTIONAL ITEMS |
| 2024 | 2023 |
| £ | £ |
| Exceptional items | 1,731,000 | 2,250,691 |
| The exceptional item relates to net insurance claim monies receivable as a direct result of the fire breaking out on the premises at the beginning of the prior year. |
| 8. | INTEREST PAYABLE AND SIMILAR EXPENSES |
| 2024 | 2023 |
| £ | £ |
| Bank interest |
| Hire purchase |
| Midland Chilled Foods Limited (Registered number: 01104045) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 9. | TAXATION |
| Analysis of the tax charge |
| The tax charge on the profit for the year was as follows: |
| 2024 | 2023 |
| £ | £ |
| Current tax: |
| UK corporation tax |
| Prior year adjustment | (3,265 | ) | - |
| Total current tax |
| Deferred tax | ( |
) |
| Tax on profit |
| Reconciliation of total tax charge included in profit and loss |
| The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below: |
| 2024 | 2023 |
| £ | £ |
| Profit before tax |
| Profit multiplied by the standard rate of corporation tax in the UK of (2023 - |
| Effects of: |
| Capital allowances in excess of depreciation | ( |
) | - |
| Depreciation in excess of capital allowances | - |
| Adjustments to tax charge in respect of previous periods | ( |
) |
| Total tax charge | 130,250 | 363,584 |
| 10. | INTANGIBLE FIXED ASSETS |
| Development |
| Goodwill | costs | Totals |
| £ | £ | £ |
| COST |
| At 1 January 2024 |
| and 31 December 2024 |
| AMORTISATION |
| At 1 January 2024 |
| Amortisation for year |
| At 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| At 31 December 2023 |
| Midland Chilled Foods Limited (Registered number: 01104045) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 11. | TANGIBLE FIXED ASSETS |
| Freehold | Short | Plant and | Motor |
| property | leasehold | machinery | vehicles | Totals |
| £ | £ | £ | £ | £ |
| COST |
| At 1 January 2024 |
| Additions |
| Disposals | ( |
) | ( |
) |
| At 31 December 2024 |
| DEPRECIATION |
| At 1 January 2024 |
| Charge for year |
| Eliminated on disposal | ( |
) | ( |
) |
| At 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| At 31 December 2023 |
| 12. | FIXED ASSET INVESTMENTS |
| Unlisted |
| investments |
| £ |
| COST |
| At 1 January 2024 |
| and 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| At 31 December 2023 |
| 13. | STOCKS |
| 2024 | 2023 |
| £ | £ |
| Finished goods |
| 14. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2024 | 2023 |
| £ | £ |
| Trade debtors |
| Other debtors |
| Employee loans | 1,184 | 1,544 |
| VAT |
| Prepayments and accrued income |
| Midland Chilled Foods Limited (Registered number: 01104045) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 15. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2024 | 2023 |
| £ | £ |
| Bank loans and overdrafts (see note 17) |
| Trade creditors |
| Amounts owed to group undertakings |
| Tax |
| Social security and other taxes |
| Accruals and deferred income |
| 16. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
| 2024 | 2023 |
| £ | £ |
| Bank loans (see note 17) |
| 17. | LOANS |
| An analysis of the maturity of loans is given below: |
| 2024 | 2023 |
| £ | £ |
| Amounts falling due within one year or on demand: |
| Bank overdrafts |
| Bank loans |
| Amounts falling due between one and two years: |
| Bank loans - 1-2 years |
| Amounts falling due between two and five years: |
| Bank loans - 2-5 years |
| During the prior year the company took out a further £270k loan to fund the purchase of plant and machinery. This loan is repayable by equal instalments over a five year period and carries an interest rate of 2.65% per annum above base rate. |
| 18. | LEASING AGREEMENTS |
| Minimum lease payments under non-cancellable operating leases fall due as follows: |
| 2024 | 2023 |
| £ | £ |
| Within one year |
| Between one and five years |
| In more than five years |
| Midland Chilled Foods Limited (Registered number: 01104045) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 19. | SECURED DEBTS |
| The following secured debts are included within creditors: |
| 2024 | 2023 |
| £ | £ |
| Bank overdraft |
| Bank loans |
| The bank loan for the purchase of new equipment is secured against the Basingstoke property. |
| 20. | PROVISIONS FOR LIABILITIES |
| 2024 | 2023 |
| £ | £ |
| Deferred tax |
| Accelerated capital allowances |
| Deferred |
| tax |
| £ |
| Balance at 1 January 2024 |
| Provided during year |
| Balance at 31 December 2024 |
| 21. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 2024 | 2023 |
| value: | £ | £ |
| Ordinary | £1 | 38,802 | 38,802 |
| 22. | RESERVES |
| Retained |
| earnings |
| £ |
| At 1 January 2024 |
| Profit for the year |
| At 31 December 2024 |
| 23. | CONTINGENT LIABILITIES |
| The company has given cross guarantees to Barclays Bank Plc in respect of amounts outstanding with its parent company. At the balance sheet date these amounted to £nil (2023 - £nil). |
| 24. | CAPITAL COMMITMENTS |
| 2024 | 2023 |
| £ | £ |
| Contracted but not provided for in the |
| financial statements |
| The commitment relates to an agreement dated 14 November 2024 to construct the new production facility at the Stringes Lane, Willenhall, site |
| Midland Chilled Foods Limited (Registered number: 01104045) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 25. | RELATED PARTY DISCLOSURES |
| During the year, a total of key management personnel compensation of £ |
| 26. | ULTIMATE CONTROLLING PARTY |
| The company's immediate parent company is Granarolo UK Limited, a company registered in England & Wales. Granlatte Soc. Coop. Agricola heads the Granarolo Group and is registered in Italy. Granarolo S.P.A. prepare group accounts and these can be obtained from Via Cadriano 27/2, 40127 Bologna, Emilia-Romagna, Italy. |