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REGISTERED NUMBER: 01104045 (England and Wales)











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: A G Bosco
F Marchi
E Rizzoli





REGISTERED OFFICE: Brierly Place, New London Road
Chelmsford
Essex
CM2 OAP





BUSINESS ADDRESS: Stringes Lane
Willenhall
West Midlands
WV13 1LX





REGISTERED NUMBER: 01104045 (England and Wales)





AUDITORS: TC Group
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:





A G Bosco - Director


24 July 2025

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.

A G Bosco
F Marchi

Other changes in directors holding office are as follows:

R S Piaggi - resigned 8 February 2024
F Fanetti - appointed 8 February 2024

E Rizzoli was appointed as a director after 31 December 2024 but prior to the date of this report.

F Fanetti ceased to be a director after 31 December 2024 but prior to the date of this report.

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:





A G Bosco - Director


24 July 2025

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.




Darren Barlow (Senior Statutory Auditor)
for and on behalf of TC Group
Statutory Auditor
Sterling House
97 Lichfield Street
Tamworth
Staffordshire
B79 7QF

24 July 2025

Midland Chilled Foods Limited (Registered number: 01104045)

Income Statement
for the Year Ended 31 December 2024

2024 2023
Notes £    £    £   

TURNOVER 3 46,753,182 42,882,512

Cost of sales 38,056,098 34,881,596
GROSS PROFIT 8,697,084 8,000,916

Distribution costs 4,426,420 4,852,268
Administrative expenses 1,573,053 1,623,883
5,999,473 6,476,151
OPERATING PROFIT 5 2,697,611 1,524,765


Interest payable and similar expenses 8 57,992 93,797
PROFIT BEFORE TAXATION 2,639,619 1,430,968

Tax on profit 9 130,250 363,584
PROFIT FOR THE FINANCIAL YEAR 2,509,369 1,067,384

Midland Chilled Foods Limited (Registered number: 01104045)

Other Comprehensive Income
for the Year Ended 31 December 2024

2024 2023
Notes £    £   

PROFIT FOR THE YEAR 2,509,369 1,067,384


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME FOR
THE YEAR

2,509,369

1,067,384

Midland Chilled Foods Limited (Registered number: 01104045)

Balance Sheet
31 December 2024

2024 2023
Notes £    £    £   
FIXED ASSETS
Intangible assets 10 7,144 11,079
Tangible assets 11 5,247,919 4,602,481
Investments 12 50 50
5,255,113 4,613,610

CURRENT ASSETS
Stocks 13 2,494,646 2,243,092
Debtors 14 13,162,060 11,839,176
Cash at bank 874,643 13,699
16,531,349 14,095,967
CREDITORS
Amounts falling due within one year 15 10,213,489 9,524,450
NET CURRENT ASSETS 6,317,860 4,571,517
TOTAL ASSETS LESS CURRENT
LIABILITIES

11,572,973

9,185,127

CREDITORS
Amounts falling due after more than one
year

16

(176,997

)

(335,497

)

PROVISIONS FOR LIABILITIES 20 (215,148 ) (178,171 )
NET ASSETS 11,180,828 8,671,459

CAPITAL AND RESERVES
Called up share capital 21 38,802 38,802
Retained earnings 22 11,142,026 8,632,657
SHAREHOLDERS' FUNDS 11,180,828 8,671,459

The financial statements were approved by the Board of Directors and authorised for issue on 24 July 2025 and were signed on its behalf by:





A G Bosco - Director


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 38,802 7,565,273 7,604,075

Changes in equity
Total comprehensive income - 1,067,384 1,067,384
Balance at 31 December 2023 38,802 8,632,657 8,671,459

Changes in equity
Total comprehensive income - 2,509,369 2,509,369
Balance at 31 December 2024 38,802 11,142,026 11,180,828

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 1,535,069 (2,845,806 )
Interest paid (57,992 ) (90,854 )
Interest element of hire purchase or finance
lease rental payments paid

-

(2,943

)
Tax paid (361,583 ) (7 )
Net cash from operating activities 1,115,494 (2,939,610 )

Cash flows from investing activities
Purchase of tangible fixed assets (1,026,998 ) (804,513 )
Sale of tangible fixed assets 3,041 1,271,227
Net cash from investing activities (1,023,957 ) 466,714

Cash flows from financing activities
Loan repayments in year (150,981 ) (134,331 )
Intercompany movement 972,587 2,863,930
Capital repayments in year - (40,943 )
Net cash from financing activities 821,606 2,688,656

Increase in cash and cash equivalents 913,143 215,760
Cash and cash equivalents at beginning
of year

2

(38,500

)

(254,260

)

Cash and cash equivalents at end of year 2 874,643 (38,500 )

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 2,639,619 1,430,968
Depreciation charges 385,220 527,096
Profit on disposal of fixed assets (2,767 ) -
Finance costs 57,992 93,797
3,080,064 2,051,861
(Increase)/decrease in stocks (251,554 ) 732,974
Increase in trade and other debtors (1,322,884 ) (5,413,780 )
Increase/(decrease) in trade and other creditors 29,443 (216,861 )
Cash generated from operations 1,535,069 (2,845,806 )

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 - (52,199 )
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 (52,199 ) (256,757 )
(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 ) 913,143 874,643
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 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 preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

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
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.
Freehold property - 3% on cost
Plant and machinery - 25% on reducing balance
Motor vehicles - 30% on reducing balance

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 46,753,182 42,882,512
46,753,182 42,882,512

4. EMPLOYEES AND DIRECTORS
2024 2023
£    £   
Wages and salaries 3,415,449 4,061,277
Social security costs 389,851 393,127
Other pension costs 276,201 310,099
4,081,501 4,764,503

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
127 166

2024 2023
£    £   
Directors' remuneration 183,200 336,357
Directors' pension contributions to money purchase schemes 7,040 13,087

5. OPERATING PROFIT

The operating profit is stated after charging/(crediting):

2024 2023
£    £   
Depreciation - owned assets 381,286 523,161
Profit on disposal of fixed assets (2,767 ) -
Development costs amortisation 3,935 3,936
Foreign exchange differences (34,713 ) 15,674

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 5,150 5,000
Other non- audit services 8,043 2,105

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 57,992 90,854
Hire purchase - 2,943
57,992 93,797

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 96,538 367,560
Prior year adjustment (3,265 ) -
Total current tax 93,273 367,560

Deferred tax 36,977 (3,976 )
Tax on profit 130,250 363,584

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 2,639,619 1,430,968
Profit multiplied by the standard rate of corporation tax in the UK of 25%
(2023 - 23.521%)

659,905

336,578

Effects of:
Capital allowances in excess of depreciation (526,390 ) -
Depreciation in excess of capital allowances - 27,006
Adjustments to tax charge in respect of previous periods (3,265 ) -
Total tax charge 130,250 363,584

10. INTANGIBLE FIXED ASSETS
Development
Goodwill costs Totals
£    £    £   
COST
At 1 January 2024
and 31 December 2024 853,271 30,089 883,360
AMORTISATION
At 1 January 2024 853,271 19,010 872,281
Amortisation for year - 3,935 3,935
At 31 December 2024 853,271 22,945 876,216
NET BOOK VALUE
At 31 December 2024 - 7,144 7,144
At 31 December 2023 - 11,079 11,079

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 5,096,424 4,778 3,688,159 1,898,599 10,687,960
Additions 842,285 - 100,946 83,767 1,026,998
Disposals - - - (8,750 ) (8,750 )
At 31 December 2024 5,938,709 4,778 3,789,105 1,973,616 11,706,208
DEPRECIATION
At 1 January 2024 1,445,250 4,778 2,921,928 1,713,523 6,085,479
Charge for year 106,128 - 208,961 66,197 381,286
Eliminated on disposal - - - (8,476 ) (8,476 )
At 31 December 2024 1,551,378 4,778 3,130,889 1,771,244 6,458,289
NET BOOK VALUE
At 31 December 2024 4,387,331 - 658,216 202,372 5,247,919
At 31 December 2023 3,651,174 - 766,231 185,076 4,602,481


12. FIXED ASSET INVESTMENTS
Unlisted
investments
£   
COST
At 1 January 2024
and 31 December 2024 50
NET BOOK VALUE
At 31 December 2024 50
At 31 December 2023 50

13. STOCKS
2024 2023
£    £   
Finished goods 2,494,646 2,243,092

14. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2024 2023
£    £   
Trade debtors 5,296,561 5,257,893
Other debtors 5,763 133
Employee loans 1,184 1,544
VAT 71,014 98,942
Prepayments and accrued income 7,787,538 6,480,664
13,162,060 11,839,176

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) 154,594 199,274
Trade creditors 1,707,017 1,682,622
Amounts owed to group undertakings 8,066,729 7,094,142
Tax 82,847 351,157
Social security and other taxes 104,642 106,755
Accruals and deferred income 97,660 90,500
10,213,489 9,524,450

16. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR
2024 2023
£    £   
Bank loans (see note 17) 176,997 335,497

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 - 52,199
Bank loans 154,594 147,075
154,594 199,274

Amounts falling due between one and two years:
Bank loans - 1-2 years 143,599 153,698

Amounts falling due between two and five years:
Bank loans - 2-5 years 33,398 181,799

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 260,814 960
Between one and five years 1,037,341 960
In more than five years 408,455 -
1,706,610 1,920

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 - 52,199
Bank loans 331,591 482,572
331,591 534,771

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 215,148 178,171

Deferred
tax
£   
Balance at 1 January 2024 178,171
Provided during year 36,977
Balance at 31 December 2024 215,148

21. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2024 2023
value: £    £   
38,802 Ordinary £1 38,802 38,802

22. RESERVES
Retained
earnings
£   

At 1 January 2024 8,632,657
Profit for the year 2,509,369
At 31 December 2024 11,142,026

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 8,268,354 -

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 £ 826,976 (2023 - £ 1,131,164 ) was paid.

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.