REGISTERED NUMBER: 01404481 (England and Wales)

Strategic Report, Report of the Directors and

Financial Statements

for the Period 30 December 2023 to 27 December 2024

for

Hopwells Ltd

Page

Company Information

1

Strategic Report

2

Report of the Directors

5

Report of the Independent Auditors

7

Statement of Comprehensive Income

10

Balance Sheet

11

Statement of Changes in Equity

12

Notes to the Financial Statements

13

DIRECTORS:

Mrs L Hopwell

T C Hopwell

I F Merrilees

K Peck

A T Hopwell

M P Field

Ms A Acton

A Dawson

SECRETARY:

M P Field

REGISTERED OFFICE:

Glaisdale Drive

Bilborough

Nottingham

Nottinghamshire

NG8 4LU

REGISTERED NUMBER:

01404481 (England and Wales)

AUDITORS:

Clayton & Brewill

Statutory Auditors and

Chartered Accountants

Cawley House

149-155 Canal Street

Nottingham

Nottinghamshire

NG1 7HR

The directors present their strategic report for the period 30 December 2023 to 27 December 2024.

REVIEW OF BUSINESS

The company supplies food primarily into the Schools and Hospitality sectors. 2024 saw a rise in Turnover but with increased competition and pressure on margins the company made a trading loss in the year.

2024 saw ongoing pressure in respect of availability and costs of both commodities and supplies for resale. The sector continues to suffer price pressure from suppliers therefore the company is keeping under review the availability of products and pricing and maintaining a dialogue with key customers in respect of such matters.

The Directors have reviewed the cash requirements of the business in the light of the ongoing trading environment and are confident that the company has sufficient cash resources to enable it to continue to trade for the foreseeable future.

PRINCIPAL RISKS AND UNCERTAINTIES

The directors have assessed the main strategic risks facing the business as:

- The performance of the UK economy and the impact on the hospitality sector of the changes to National Insurance contributions, the minimum wage and the proposed changes to Employment legislation;

- The impact of the War in Ukraine and the Red Sea Shipping issues on pricing and availability of products and commodities; the company is keeping under review product availability and pricing and where possible is sourcing alternative products to cover shortfalls;

- Credit risk, the company continuously monitors customers debt levels against credit referencing data and requires payment in advance or on delivery where appropriate;

- Loss of one or more contracts contract customers; the company continuously monitors performance levels on key contracts and has regular review meetings with these contracts.

KEY PERFORMANCE INDICATORS

The Directors regularly review the company's performance against key performance indicators, the main KPI's are Turnover, profitability, cashflow, service levels.

FUTURE DEVELOPMENTS

In order to ensure the company returns to profitability the directors have taken the difficult decision to contract the geographical footprint serviced and to withdraw from public sector contracts and concentrate on private business. As a result the directors have taken the decision to close a number of outlying depots.

SECTION 172(1) STATEMENT

Hopwells Limited is a family owned and managed business. The directors have acted in the way they consider, in good faith, promotes the success of the company for the benefit of its stakeholders as a whole.

BUSINESS RELATIONSHIPS

The directors recognise the need to build strong long-standing relationships with both customers and suppliers is fundamental to the success of the company. The company continues to develop strategies to maintain and expand our customer base and strengthen our supplier relationships.

The company agrees terms of payments with our suppliers on an annual basis in line with normal trade practices and provided a supplier performs in accordance with the agreement abides by such terms.

OUR PEOPLE

As a family owned and managed business the company is committed to being a responsible business. The company's behaviour is based upon our traditional family values and is aligned with the expectations of our people, customers, shareholders, communities and society as a whole. People are at the heart of delivering a quality service both internally and externally. The company has for many years looked to actively develop our own people in order to wherever possible progress our employees through the business.

HEALTH AND SAFETY

The company promoted the health and safety of all its employees as well as suppliers, customers and visitors whilst on our premises. We are committed as a company to prevent injury and ill health and strive towards continual improvement in all our activities..

DISABLED EMPLOYEES

Applications for employment by disabled persons are always fully considered where the requirements of the role can be adequately fulfilled by a disabled person. In the event of a member of staff becoming disabled every effort is made to ensure that their employment with the company continues and that appropriate training is provided . It is the policy of the company that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

EMPLOYEE INVOLVEMENT

The board believed that although successful employee involvement requires support and impetus from management, the key to its effectiveness lies in giving it a local focus. Rather than relying wholly, however, on formal systems and structures, great importance is attached to the managerial style and the quality of direct contact and relationship with employees.

COMMUNITY, CHARITY AND ENVIRONMENT

The company looks to create positive change for the people and communities in which we operate as and when opportunities arise.

The company recognises the importance of its environmental responsibilities.

CULTURE AND VALUES

The directors recognise the importance of having the right corporate culture. The long-term success of the company is dependant on achieving our strategic goals in such a way as to look after the best interests of our shareholders, customers, suppliers, employees and other stakeholders.

SHAREHOLDERS

All shareholders are also directors of the company and through attendance at board meetings are kept informed of the company's progress.

POLITICAL DONATIONS

The company does not make any donations to any political party or organisation.

STREAMLINED ENERGY AND CARBON REPORTING

The table below summaries the greenhouse gas emissions for the year ended 31 December 2023. The company has been assessing its greenhouse gas emissions since 2013.

2023

2022

kWh

kWh

Total Energy Consumption

16,716,890

14,899,500

2023

2022

tCO2e

tCO2e

Scope 1

Company lorries

3,022,85

2,220.89

Refrigerants

639,77

298.53

Company car travel

116,31

79.97

Van transport

70,45

29.61

Natural gas

35.15

27.11

3,884.53

2.656.13

Scope 2

Electricity generation

732.08

706.94

Scope 3

Electricity transmission & distribution

66.97

62.56

Company vehicles off-site charging

0.14

0.00

Gross total tonnes of CO2e

4,683.71

3,425.62

SECR elements only (excludes refrigerants and electricity transmission and distribution)

3,976.97

3,064.53

Tonnes of CO2e per employee

18.66

13.93

Tonnes of CO2e per £m turnover

67.88

69.42

Carbon offsets

-

-

Net total of tonnes of CO2e

4,683.71

3,425.62

The GHG emissions have been assessed following the ISO 14064-1:2018 standard and has used the 2022 emission conversion factors published by Department for Environment, Food and Rural Affairs (Detra) and the Department for Business, Energy & Industrial Strategy (BEIS). The assessment follows the dual reporting approach for assessing Scope 2 emissions from electricity usage. The operational control approach has been used.

ON BEHALF OF THE BOARD:

T C Hopwell - Director

31 March 2025

The directors present their report with the financial statements of the company for the period 30 December 2023 to 27 December 2024.

PRINCIPAL ACTIVITY

The principal activity of the company in the period under review was that of food distribution.

DIVIDENDS

The total distribution of dividends for the period ended 27th December 2024 will be £nil.

DIRECTORS

The directors shown below have held office during the whole of the period from 30 December 2023 to the date of this report.

Mrs L Hopwell

T C Hopwell

I F Merrilees

K Peck

A T Hopwell

M P Field

Other changes in directors holding office are as follows:

Ms A Acton - appointed 1 January 2024

M Bailey - appointed 1 January 2024 - resigned 16 September 2024

A Dawson - appointed 1 January 2024

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with 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 or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Clayton & Brewill, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

T C Hopwell - Director

31 March 2025

Opinion

We have audited the financial statements of Hopwells Ltd (the 'company') for the period ended 27 December 2024 which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity and 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 27 December 2024 and of its loss for the period 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.

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.

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 five, 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.

- Enquiry of management and those charged with governance around actual and potential litigation and claims;

- Reviewing financial statement disclosures and testing to supporting documentation to assess

compliance with applicable laws and regulations;

- Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias;

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.

Neil South BA FCA (Senior Statutory Auditor)

for and on behalf of Clayton & Brewill

Statutory Auditors and

Chartered Accountants

Cawley House

149-155 Canal Street

Nottingham

Nottinghamshire

NG1 7HR

31 March 2025

TURNOVER

3

77,651,356

71,900,650

Cost of sales

59,610,998

54,776,451

GROSS PROFIT

18,040,358

17,124,199

Distribution costs

14,037,244

10,690,312

Administrative expenses

11,196,975

4,625,493

25,234,219

15,315,805

OPERATING (LOSS)/PROFIT

5

(7,193,861

)

1,808,394

Interest receivable and similar income

32,814

94,290

(LOSS)/PROFIT BEFORE TAXATION

(7,161,047

)

1,902,684

Tax on (loss)/profit

6

(132,679

)

569,984

(LOSS)/PROFIT FOR THE FINANCIAL PERIOD

(7,028,368

)

1,332,700

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE PERIOD

(7,028,368

)

1,332,700

FIXED ASSETS

Intangible assets

8

-

5,000,000

Tangible assets

9

4,001,303

3,039,964

Investments

10

48,400

48,400

4,049,703

8,088,364

CURRENT ASSETS

Stocks

11

4,928,888

4,893,700

Debtors

12

6,964,329

8,999,084

Cash at bank and in hand

2,598,908

1,818,390

14,492,125

15,711,174

CREDITORS

Amounts falling due within one year

13

12,312,621

10,409,284

NET CURRENT ASSETS

2,179,504

5,301,890

TOTAL ASSETS LESS CURRENT LIABILITIES

6,229,207

13,390,254

PROVISIONS FOR LIABILITIES

15

-

132,679

NET ASSETS

6,229,207

13,257,575

CAPITAL AND RESERVES

Called up share capital

16

230,845

230,845

Share premium

17

4,000

4,000

Capital redemption reserve

17

86,955

86,955

Retained earnings

17

5,907,407

12,935,775

SHAREHOLDERS' FUNDS

6,229,207

13,257,575

The financial statements were approved by the Board of Directors and authorised for issue on 31 March 2025 and were signed on its behalf by:

T C Hopwell - Director

Called up

Capital

share

Retained

Share

redemption

Total

capital

earnings

premium

reserve

equity

£

£

£

£

£

Balance at 31 December 2022

230,845

11,643,075

4,000

86,955

11,964,875

Changes in equity

Dividends

-

(40,000

)

-

-

(40,000

)

Total comprehensive income

-

1,332,700

-

-

1,332,700

Balance at 29 December 2023

230,845

12,935,775

4,000

86,955

13,257,575

Changes in equity

Total comprehensive income

-

(7,028,368

)

-

-

(7,028,368

)

Balance at 27 December 2024

230,845

5,907,407

4,000

86,955

6,229,207

1.	STATUTORY INFORMATION

Hopwells Ltd 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.

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

•

the requirements of Section 7 Statement of Cash Flows.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Goodwill

Goodwill, being the amount paid in connection with the acquisition of a business in 2023, is being amortised evenly over its estimated useful life of twenty years.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Improvements to property

-

Straight line over 3 years, Straight line over 15 years, Straight line over 10 years and Straight line over 11 years

Plant & machinery

-

Straight line over 3 years, Straight line over 4 years, Straight line over 5 years, Straight line over 24 years, Straight line over 10 years, Straight line over 30 years and Straight line over 25 years

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

Stocks

Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Taxation

Taxation for the period comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income, 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 period 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.

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 loss (2023 - profit) before taxation are attributable to the one principal activity of the company.

An analysis of turnover by geographical market is given below:

Period

Period

30.12.23

31.12.22

to

to

27.12.24

29.12.23

£

£

United Kingdom

77,651,356

71,900,650

77,651,356

71,900,650

4.	EMPLOYEES AND DIRECTORS

Period

Period

30.12.23

31.12.22

to

to

27.12.24

29.12.23

£

£

Wages and salaries

10,104,283

7,517,651

Other pension costs

674,548

551,117

10,778,831

8,068,768

The average number of employees during the period was as follows:

Period

Period

30.12.23

31.12.22

to

to

27.12.24

29.12.23

Administration

54

49

Sales

46

35

Delivery and warehouse

220

168

320

252

Period

Period

30.12.23

31.12.22

to

to

27.12.24

29.12.23

£

£

Directors' remuneration

554,136

466,904

Directors' pension contributions to money purchase schemes

75,106

64,500

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes

7

5

Information regarding the highest paid director is as follows:

Period

Period

30.12.23

31.12.22

to

to

27.12.24

29.12.23

£

£

Emoluments etc

125,517

128,750

Pension contributions to money purchase schemes

24,500

24,500

5.	OPERATING (LOSS)/PROFIT

The operating loss (2023 - operating profit) is stated after charging:

Period

Period

30.12.23

31.12.22

to

to

27.12.24

29.12.23

£

£

Depreciation - owned assets

529,648

222,393

Auditors' remuneration

31,973

32,136

6.

TAXATION

Analysis of the tax (credit)/charge

The tax (credit)/charge on the loss for the period was as follows:

Period

Period

30.12.23

31.12.22

to

to

27.12.24

29.12.23

£

£

Current tax:

UK corporation tax

-

64,322

Deferred tax

(132,679

)

505,662

Tax on (loss)/profit

(132,679

)

569,984

7.

DIVIDENDS

Period

Period

30.12.23

31.12.22

to

to

27.12.24

29.12.23

£

£

Director shares of £1 each

Interim dividend on Director's shares

-

40,000

8.	INTANGIBLE FIXED ASSETS

Goodwill

£

COST

At 30 December 2023

5,000,000

Impairments

(5,000,000

)

At 27 December 2024

-

NET BOOK VALUE

At 27 December 2024

-

At 29 December 2023

5,000,000

On 29 December 2023 the trade and assets of Ortoncrest Holdings Limited were transferred to the company for a consideration equal to the fair value of the assets transferred.

As a result of company performance and market conditions, the goodwill held has been fully impaired in the period.

9.	TANGIBLE FIXED ASSETS

Improvements

Freehold

to

Plant &

property

property

machinery

Totals

£

£

£

£

COST

At 30 December 2023

2,100,000

816,800

5,545,550

8,462,350

Additions

123,738

-

1,367,249

1,490,987

Disposals

-

(73,604

)

(701,769

)

(775,373

)

At 27 December 2024

2,223,738

743,196

6,211,030

9,177,964

DEPRECIATION

At 30 December 2023

-

633,385

4,789,001

5,422,386

Charge for period

-

41,553

488,095

529,648

Eliminated on disposal

-

(73,604

)

(701,769

)

(775,373

)

At 27 December 2024

-

601,334

4,575,327

5,176,661

NET BOOK VALUE

At 27 December 2024

2,223,738

141,862

1,635,703

4,001,303

At 29 December 2023

2,100,000

183,415

756,549

3,039,964