Company Registration No. 09771473 (England and Wales)
Prowrap Limited
Report and
group financial statements
for the period ended 31 December 2024
Prowrap Limited
Company information
Directors
Stanislaus Schmidt-Chiari
Joseph Barry
Jonathan Crowley
(Appointed 18 January 2024)
Company number
09771473
Registered office
Unit 6, Lodge Causeway Trading Estate
Lodge Causeway
Fishponds
Bristol
BS16 3JB
Independent auditor
Saffery LLP
St Catherine's Court
Berkeley Place
Clifton
Bristol
BS8 1BQ
Business address
Unit 6, Lodge Causeway Trading Estate
Lodge Causeway
Fishponds
Bristol
BS16 3JB
Bankers
Santander UK plc
One Glass Wharf
Avon Street
Bristol
BS2 0EL
Prowrap Limited
Contents
Page
Strategic report
1
Directors' report
2
Directors' responsibilities statement
3
Independent auditor's report
4 - 6
Group statement of comprehensive income
7
Group balance sheet
8
Company balance sheet
9
Group statement of changes in equity
10
Company statement of changes in equity
11
Group statement of cash flows
12
Notes to the financial statements
13 - 30
Prowrap Limited
Strategic report
For the period ended 31 December 2024
1
The directors present the strategic report for the period ended 31 December 2024.
Overview
During the 15 month period ended 31 December 2024, Prowrap delivered turnover of £34.76m which compares to £30.51m for the year ended 30 September 2023. The increase is due to the change in accounting period to align with Group, however the directors are pleased with how the Group has performed given the challenging market conditions.
Administrative costs and distribution costs were marginally higher than prior year due to inflationary measures but controlled. The resulting profit after tax for the financial year during the 15 month period ended 31 December 2024 was £4.1m versus prior year of £3.1m for the year ended 30 September 2023.
The Group has continued to invest in new assets and capability to support the long-term strategy of manufacturing in the UK, allowing operational automation efficiencies, innovative new products and excellent customer service.
Investments in sales & marketing teams, domestically and overseas have supported new product launches whilst enhancing new geographical market opportunities. This included the launch of the UK manufactured, Speedwrap dispensing system to drive long term profitable growth through sustainable manufacturing.
The business is working with key suppliers to develop sustainable, costs effective propositions to the market to not only remain competitive but add meaningful growth. The business remains focused on continuous improvement initiatives with safety and quality, paramount. Regular internal and external audits are completed with clear, corrective action implemented.
Key risks include, slowing economies combined with geopolitical uncertainty, international tariff variations, inflation, regulatory changes and tightness in the labour market for the required skillsets.
Jonathan Crowley
Director
24 June 2025
Prowrap Limited
Directors' report
For the period ended 31 December 2024
2
The directors present their report and financial statements for the period ended 31 December 2024.
Principal activities
The principal activity of the company is that of a holding company.
Results and dividends
The results for the period are set out on page 7.
Ordinary dividends were paid amounting to £1,500,000. The directors do not recommend payment of a further dividend.
Directors
The directors who held office during the period and up to the date of signature of the financial statements were as follows:
Stewart Cantley
(Resigned 31 March 2024)
Stanislaus Schmidt-Chiari
Joseph Barry
Jonathan Crowley
(Appointed 18 January 2024)
Auditor
In accordance with the company's articles, a resolution proposing that Saffery LLP be reappointed as auditor of the group will be put at a General Meeting.
Strategic report
The truegroup has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of its fair review of the business, details of the group's risks and uncertainties and also its' future developments.
Statement of disclosure to auditor
So far as the directors at the date of approving this report are aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.
On behalf of the board
Jonathan Crowley
Director
24 June 2025
Prowrap Limited
Directors' responsibilities statement
For the period ended 31 December 2024
3
The directors are responsible for preparing the Report 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 group and company, and of the profit or loss of the group 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 UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the ;
prepare the on the going concern basis unless it is inappropriate to presume that the group and company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Prowrap Limited
Independent auditor's report
To the members of Prowrap Limited
4
Opinion
We have audited the financial statements of Prowrap Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 31 December 2024 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows 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 FRS 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 group and of the parent company's affairs as at 31 December 2024 and of the group's profit 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.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent 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 group's and parent company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
The directors are responsible for the other information. The other information comprises the information included in the annual report other than the financial statements and our auditor's report 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.
Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Prowrap Limited
Independent auditor's report (continued)
To the members of Prowrap Limited
5
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 directors' report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report 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 group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent company 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 directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the parent 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 parent company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud are detailed below.
Identifying and assessing risks related to irregularities:
We assessed the susceptibility of the group and parent company’s financial statements to material misstatement and how fraud might occur, including through discussions with the directors, discussions within our audit team planning meeting, updating our record of internal controls and ensuring these controls operated as intended. We evaluated possible incentives and opportunities for fraudulent manipulation of the financial statements. We identified laws and regulations that are of significance in the context of the group and parent company by discussions with directors and by updating our understanding of the sector in which the group and parent company operates.
Laws and regulations of direct significance in the context of the group and parent company include The Companies Act 2006 and UK Tax legislation.
Prowrap Limited
Independent auditor's report (continued)
To the members of Prowrap Limited
6
Audit response to risks identified
We considered the extent of compliance with these laws and regulations as part of our audit procedures on the related financial statement items including a review of group and parent company financial statement disclosures. We reviewed the parent company's records of breaches of laws and regulations, minutes of meetings and correspondence with relevant authorities to identify potential material misstatements arising. We discussed the parent company's policies and procedures for compliance with laws and regulations with members of management responsible for compliance.
During the planning meeting with the audit team, the engagement partner drew attention to the key areas which might involve non-compliance with laws and regulations or fraud. We enquired of management whether they were aware of any instances of non-compliance with laws and regulations or knowledge of any actual, suspected or alleged fraud. We addressed the risk of fraud through management override of controls by testing the appropriateness of journal entries and identifying any significant transactions that were unusual or outside the normal course of business. We assessed whether judgements made in making accounting estimates gave rise to a possible indication of management bias. At the completion stage of the audit, the engagement partner’s review included ensuring that the team had approached their work with appropriate professional scepticism and thus the capacity to identify non-compliance with laws and regulations and fraud.
As group auditors, our assessment of matters relating to non-compliance with laws or regulations and fraud differed at group and component level according to their particular circumstances. Our communications included a request to identify instances of non-compliance with laws and regulations and fraud that could give rise to a material misstatement of the group financial statements in addition to our risk assessment.
There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
This report is made solely to the parent 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 parent company's members those matters we are required to state to them in an auditors report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the parent company and the parent company's members as a body, for our audit work, for this report, or for the opinions we have formed.
Neil Davies (Senior Statutory Auditor)
For and on behalf of Saffery LLP
24 June 2025
Statutory Auditors
St Catherine's Court
Berkeley Place
Clifton
Bristol
BS8 1BQ
Prowrap Limited
Group statement of comprehensive income
For the period ended 31 December 2024
7
Period
Year
ended
ended
30 December
30 September
2024
2023
Notes
£
£
Turnover
3
34,761,328
30,510,874
Cost of sales
(24,096,757)
(22,649,958)
Gross profit
10,664,571
7,860,916
Distribution costs
(731,092)
(464,314)
Administrative expenses
(4,857,211)
(3,692,963)
Operating profit
4
5,076,268
3,703,639
Interest receivable and similar income
8
70,065
19,129
Interest payable and similar expenses
9
(22,076)
(18,499)
Profit before taxation
5,124,257
3,704,269
Tax on profit
10
(1,039,820)
(567,393)
Profit for the financial period
4,084,437
3,136,876
Profit for the financial period is all attributable to the owners of the parent company.
Total comprehensive income for the period is all attributable to the owners of the parent company.
Prowrap Limited
Group balance sheet
As at 31 December 2024
8
30 December 2024
30 September 2023
Notes
£
£
£
£
Fixed assets
Goodwill
12
316,221
789,630
Other intangible assets
12
36,678
26,819
Total intangible assets
352,899
816,449
Tangible assets
13
1,220,851
1,091,378
1,573,750
1,907,827
Current assets
Stocks
16
4,275,053
4,650,646
Debtors
17
13,046,334
9,021,211
Cash at bank and in hand
2,072,528
2,864,708
19,393,915
16,536,565
Creditors: amounts falling due within one year
18
(4,094,656)
(4,057,369)
Net current assets
15,299,259
12,479,196
Total assets less current liabilities
16,873,009
14,387,023
Creditors: amounts falling due after more than one year
19
(90,872)
(208,132)
Provisions for liabilities
Deferred tax liability
21
239,120
220,311
(239,120)
(220,311)
Net assets
16,543,017
13,958,580
Capital and reserves
Called up share capital
23
1,780
1,780
Share premium account
54,320
54,320
Other reserves
3,999,001
3,999,001
Profit and loss reserves
12,487,916
9,903,479
Total equity
16,543,017
13,958,580
The financial statements were approved by the board of directors and authorised for issue on 24 June 2025 and are signed on its behalf by:
24 June 2025
Jonathan Crowley
Director
Company registration number 09771473 (England and Wales)
Prowrap Limited
Company balance sheet
As at 31 December 2024
31 December 2024
9
30 December 2024
30 September 2023
Notes
£
£
£
£
Fixed assets
Investments
14
8,168,844
8,168,844
Current assets
Debtors
17
8,136,382
4,126,620
Cash at bank and in hand
4,877
17,717
8,141,259
4,144,337
Creditors: amounts falling due within one year
18
(11,901,328)
(7,886,567)
Net current liabilities
(3,760,069)
(3,742,230)
Net assets
4,408,775
4,426,614
Capital and reserves
Called up share capital
23
1,780
1,780
Share premium account
54,320
54,320
Other reserves
3,999,001
3,999,001
Profit and loss reserves
353,674
371,513
Total equity
4,408,775
4,426,614
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £1,482,161 (2023 - £1,188,239 profit).
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.
The financial statements were approved by the board of directors and authorised for issue on 24 June 2025 and are signed on its behalf by:
24 June 2025
Jonathan Crowley
Director
Company registration number 09771473 (England and Wales)
Prowrap Limited
Group statement of changes in equity
For the period ended 31 December 2024
10
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 October 2022
1,780
54,320
3,999,001
7,966,603
12,021,704
Year ended 30 September 2023:
Profit and total comprehensive income
-
-
-
3,136,876
3,136,876
Dividends
11
-
-
-
(1,200,000)
(1,200,000)
Balance at 30 September 2023
1,780
54,320
3,999,001
9,903,479
13,958,580
Period ended 31 December 2024:
Profit and total comprehensive income
-
-
-
4,084,437
4,084,437
Dividends
11
-
-
-
(1,500,000)
(1,500,000)
Balance at 31 December 2024
1,780
54,320
3,999,001
12,487,916
16,543,017
Prowrap Limited
Company statement of changes in equity
For the period ended 31 December 2024
11
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 October 2022
1,780
54,320
3,999,001
383,274
4,438,375
Year ended 30 September 2023:
Profit and total comprehensive income for the year
-
-
-
1,188,239
1,188,239
Dividends
11
-
-
-
(1,200,000)
(1,200,000)
Balance at 30 September 2023
1,780
54,320
3,999,001
371,513
4,426,614
Period ended 31 December 2024:
Profit and total comprehensive income
-
-
-
1,482,161
1,482,161
Dividends
11
-
-
-
(1,500,000)
(1,500,000)
Balance at 31 December 2024
1,780
54,320
3,999,001
353,674
4,408,775
Prowrap Limited
Group statement of cash flows
For the period ended 31 December 2024
12
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
28
2,486,413
2,714,094
Interest paid
(22,076)
(18,499)
Income taxes paid
(1,094,702)
(458,754)
Net cash inflow from operating activities
1,369,635
2,236,841
Investing activities
Purchase of intangible assets
(33,342)
(31,179)
Purchase of tangible fixed assets
(565,595)
(91,865)
Interest received
70,065
19,129
Net cash used in investing activities
(528,872)
(103,915)
Financing activities
Payment of finance leases obligations
(132,943)
(101,174)
Dividends paid to equity shareholders
(1,500,000)
(1,200,000)
Net cash used in financing activities
(1,632,943)
(1,301,174)
Net (decrease)/increase in cash and cash equivalents
(792,180)
831,752
Cash and cash equivalents at beginning of period
2,864,708
2,032,956
Cash and cash equivalents at end of period
2,072,528
2,864,708
Prowrap Limited
Notes to the financial statements
For the period ended 31 December 2024
13
1
Accounting policies
Company information
Prowrap Limited (“the company”) is a private company limited by shares incorporated in England and Wales. The registered office is Unit 6, Lodge Causeway Trading Estate, Fishponds, Bristol, BS16 3JB.
The group consists of Prowrap Limited and all of its subsidiaries.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £1.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £1,482,161 (2023 - £1,188,239 profit).
1.2
Basis of consolidation
In the consolidated company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. Investments in subsidiaries are accounted for at cost less impairment.
The group financial statements incorporate those of Prowrap Limited and all of its subsidiaries (ie entities that the group controls through its power to govern the financial and operating policies so as to obtain economic benefits).
All financial statements are made up to 31 December 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
1.3
Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.4
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
Prowrap Limited
Notes to the financial statements (continued)
For the period ended 31 December 2024
1
Accounting policies (continued)
14
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer, the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
1.5
Research and development expenditure
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
1.6
Intangible fixed assets - goodwill
Goodwill arising on the acquisition of subsidiary undertakings represents the excess of the fair value of the consideration over the fair value of the identifiable assets and liabilities acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.
For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.
Acquired goodwill is written off in equal annual instalments over its estimated useful economic life of 3-5 years.
1.7
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Software
33.33% years straight line
Patents & Trademarks
33.33% years straight line
1.8
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Leasehold land and buildings
6.67% - 20% straight line
Plant and equipment
10 - 33.33% straight line
Prowrap Limited
Notes to the financial statements (continued)
For the period ended 31 December 2024
1
Accounting policies (continued)
15
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.
1.9
Fixed asset investments
Equity instruments which are measured at fair value through profit or loss except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably which are recognised at cost less impairment until a reliable measure of fair value becomes available.
In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
1.10
Impairment of fixed assets
At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.11
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
1.12
Cash and cash equivalents
Cash at bank and in hand are basic financial assets and include cash in hand and deposits held at call with banks.
Prowrap Limited
Notes to the financial statements (continued)
For the period ended 31 December 2024
1
Accounting policies (continued)
16
1.13
Financial instruments
The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
1.14
Equity instruments
Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
1.15
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Prowrap Limited
Notes to the financial statements (continued)
For the period ended 31 December 2024
1
Accounting policies (continued)
17
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Where items recognised in other comprehensive income or equity are chargeable to or deductible for tax purposes, the resulting current or deferred tax expense or income is presented in the same component of comprehensive income or equity as the transaction or other event that resulted in the tax expense or income. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.16
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
1.17
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.18
Share-based payments
Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the Black-Scholes model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.
When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.
Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.
The Group participates in a share-based payment arrangement granted by its parent company to employees of its subsidiaries. The Group has elected to recognise and measure its share-based payment expense on the basis of a reasonable allocation of the expense for the group recognised in its consolidated accounts. The directors consider the time spent by the employees working on behalf of each entity within the Group to be a reasonable basis for allocating the expense.
Prowrap Limited
Notes to the financial statements (continued)
For the period ended 31 December 2024
1
Accounting policies (continued)
18
1.19
Leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
1.20
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
2
Critical accounting judgements and key sources of estimation uncertainty
In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount 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 the revision and future periods where the revision affects both current and future periods.
Significant estimates
The following estimates have had the most significant effect on amounts recognised in the financial statements.
Useful economic life of tangible and intangible assets
All assets are written off systematically over their useful economic life. The director reviews this assessment of useful economic life on an ongoing basis to ensure that the basis used remains appropriate.
3
Turnover and other revenue
An analysis of the group's turnover is as follows:
2024
2023
£
£
Turnover analysed by class of business
Product sales
34,761,328
30,510,874
Prowrap Limited
Notes to the financial statements (continued)
For the period ended 31 December 2024
3
Turnover and other revenue (continued)
19
2024
2023
£
£
Turnover analysed by geographical market
United Kingdom
29,706,277
25,557,488
Europe
4,718,483
4,551,118
Rest of the World
336,568
402,268
34,761,328
30,510,874
4
Operating profit
2024
2023
£
£
Operating profit for the period is stated after charging:
Exchange losses
107,870
103,972
Research and development costs
19,908
31,645
Depreciation of owned tangible fixed assets
315,179
195,831
Depreciation of tangible fixed assets held under finance leases
118,426
82,072
Loss on disposal of tangible fixed assets
2,517
-
Amortisation of intangible assets
496,892
394,673
Operating lease charges
445,840
365,164
5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
1,300
1,000
Audit of the financial statements of the company's subsidiaries
17,200
17,000
18,500
18,000
For other services
Taxation compliance services
6,100
5,800
All other non-audit services
4,050
3,600
10,150
9,400
Prowrap Limited
Notes to the financial statements (continued)
For the period ended 31 December 2024
20
6
Employees
The average monthly number of persons (including directors) employed by the group and company during the period was:
Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
64
68
Their aggregate remuneration comprised:
Group
Company
2024
2023
2024
2023
£
£
£
£
Wages and salaries
3,042,267
2,471,468
Pension costs
77,558
92,782
3,119,825
2,564,250
7
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
398,813
313,458
Company pension contributions to defined contribution schemes
10,901
15,058
409,714
328,516
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2024
2023
£
£
Remuneration for qualifying services
195,142
238,458
Company pension contributions to defined contribution schemes
5,729
15,058
Prowrap Limited
Notes to the financial statements (continued)
For the period ended 31 December 2024
21
8
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
43,236
19,129
Other interest income
26,829
-
Total income
70,065
19,129
2024
2023
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
43,236
19,129
9
Interest payable and similar expenses
2024
2023
£
£
Other finance costs:
Interest on finance leases and hire purchase contracts
15,320
17,051
Other interest
6,756
1,448
Total finance costs
22,076
18,499
10
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
996,508
619,334
Adjustments in respect of prior periods
5,297
915
Total current tax
1,001,805
620,249
Deferred tax
Origination and reversal of timing differences
32,432
(45,064)
Adjustment in respect of prior periods
5,583
(7,792)
Total deferred tax
38,015
(52,856)
Total tax charge
1,039,820
567,393
Prowrap Limited
Notes to the financial statements (continued)
For the period ended 31 December 2024
10
Taxation (continued)
22
The actual charge for the period can be reconciled to the expected charge for the period based on the profit or loss and the standard rate of tax as follows:
2024
2023
£
£
Profit before taxation
5,124,257
3,704,269
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 22.00%)
1,281,064
814,939
Tax effect of expenses that are not deductible in determining taxable profit
21,305
1,764
Change in unrecognised deferred tax assets
4,441
Adjustments in respect of prior years
5,297
915
Effect of change in corporation tax rate
-
(5,389)
Group relief
(397,240)
(321,419)
Depreciation on assets not qualifying for tax allowances
2,122
763
Amortisation on assets not qualifying for tax allowances
122,831
83,371
Other permanent differences
241
Deferred tax adjustments in respect of prior years
(7,792)
Taxation charge
1,039,820
567,393
11
Dividends
2024
2023
Recognised as distributions to equity holders:
£
£
Interim paid
1,500,000
1,200,000
Prowrap Limited
Notes to the financial statements (continued)
For the period ended 31 December 2024
23
12
Intangible fixed assets
Group
Goodwill
Software
Patents & Trademarks
Total
£
£
£
£
Cost
At 1 October 2023
4,127,944
36,456
31,179
4,195,579
Additions
33,342
33,342
At 31 December 2024
4,127,944
36,456
64,521
4,228,921
Amortisation and impairment
At 1 October 2023
3,338,314
35,949
4,867
3,379,130
Amortisation charged for the period
473,409
507
22,976
496,892
At 31 December 2024
3,811,723
36,456
27,843
3,876,022
Carrying amount
At 31 December 2024
316,221
36,678
352,899
At 30 September 2023
789,630
507
26,312
816,449
The company had no intangible fixed assets at 31 December 2024 or 30 September 2023.
13
Tangible fixed assets
Group
Leasehold land and buildings
Plant and equipment
Total
£
£
£
Cost
At 1 October 2023
211,350
3,861,414
4,072,764
Additions
4,380
561,215
565,595
Disposals
(3,236)
(3,236)
At 31 December 2024
215,730
4,419,393
4,635,123
Depreciation and impairment
At 1 October 2023
181,040
2,800,346
2,981,386
Depreciation charged in the period
9,896
423,709
433,605
Eliminated in respect of disposals
(719)
(719)
At 31 December 2024
190,936
3,223,336
3,414,272
Carrying amount
At 31 December 2024
24,794
1,196,057
1,220,851
At 30 September 2023
30,310
1,061,068
1,091,378
The company had no tangible fixed assets at 31 December 2024 or 30 September 2023.
Prowrap Limited
Notes to the financial statements (continued)
For the period ended 31 December 2024
13
Tangible fixed assets (continued)
24
The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.
Group
Company
2024
2023
2024
2023
£
£
£
£
Plant and equipment
297,190
415,616
14
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
15
8,168,844
8,168,844
Movements in fixed asset investments
Company
Shares in group undertakings
£
Cost or valuation
At 1 October 2023 and 31 December 2024
8,168,844
Carrying amount
At 31 December 2024
8,168,844
At 30 September 2023
8,168,844
15
Subsidiaries
Details of the company's subsidiaries at 31 December 2024 are as follows:
Name of undertaking and country of
Nature of business
Class of
% Held
incorporation or residency
shareholding
Procare UK Limited
England and Wales
Production of foil and dispensers for the Hair care sector
Ordinary
100
0
Wrapex Limited
England and Wales
Conversion and packing of film and foil wraps
Ordinary
100
0
The registered addresses of the subsidiaries are Unit 6, Lodge Causeway Trading Estate, Lodge Causeway, Fishponds, Bristol, BS16 3JB.
Prowrap Limited
Notes to the financial statements (continued)
For the period ended 31 December 2024
25
16
Stocks
Group
Company
2024
2023
2024
2023
£
£
£
£
Raw materials, finished goods and goods for resale
4,275,053
4,650,646
17
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
4,426,944
4,407,120
Corporation tax recoverable
77,945
Amounts owed by parent
8,136,382
4,126,620
8,136,382
4,126,620
Other debtors
48,666
62,752
Prepayments and accrued income
356,159
405,275
13,046,096
9,001,767
8,136,382
4,126,620
Amounts falling due after more than one year:
Deferred tax asset (note 21)
238
19,444
Total debtors
13,046,334
9,021,211
8,136,382
4,126,620
18
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Obligations under finance leases
20
102,928
118,611
Trade creditors
2,111,813
2,326,520
Amounts owed to group undertakings
11,901,328
7,886,567
Corporation tax payable
10,990
25,942
Other taxation and social security
797,695
671,475
-
-
Other creditors
864
9,958
Accruals and deferred income
1,070,366
904,863
4,094,656
4,057,369
11,901,328
7,886,567
Prowrap Limited
Notes to the financial statements (continued)
For the period ended 31 December 2024
18
Creditors: amounts falling due within one year (continued)
26
A debenture has been provided by Prowrap Limited dated 13 July 2021, in favour of Santander UK plc by way of fixed and floating charges over the undertaking and all property and assets of the company.
The company has provided security over loan notes issued by its parent company Longacre Landmark Limited by way of a fixed and floating charge over the assets of the group.
19
Creditors: amounts falling due after more than one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Obligations under finance leases
20
90,872
208,132
20
Finance lease obligations
Group
Company
2024
2023
2024
2023
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
102,928
105,825
In two to five years
90,872
220,918
193,800
326,743
-
-
Finance lease payments represent rentals payable by group for certain items of plant and machinery. The average lease term is 3 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.
21
Deferred taxation
Deferred tax assets and liabilities are offset where the group or company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:
Liabilities
Liabilities
Assets
Assets
2024
2023
2024
2023
Group
£
£
£
£
ACAs
265,181
241,620
5,513
7,399
Short term timing differences
(26,061)
(21,309)
(5,275)
12,045
239,120
220,311
238
19,444
The company has no deferred tax assets or liabilities.
Prowrap Limited
Notes to the financial statements (continued)
For the period ended 31 December 2024
21
Deferred taxation (continued)
27
Group
Company
2024
2024
Movements in the period:
£
£
Liability at 1 October 2023
200,867
-
Charge to profit or loss
38,015
-
Liability at 31 December 2024
238,882
-
22
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
77,558
92,782
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
23
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of £1 each
1,780
1,780
1,780
1,780
Ordinary shares have full rights in the company with respect to voting, dividends and capital distributions.
Prowrap Limited
Notes to the financial statements (continued)
For the period ended 31 December 2024
28
24
Operating lease commitments
Lessee
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
Group
Company
2024
2023
2024
2023
£
£
£
£
Within one year
407,806
283,181
-
-
Between two and five years
1,577,253
917,032
-
-
In over five years
383,340
498,700
-
-
2,368,399
1,698,913
-
-
25
Capital commitments
Amounts contracted for but not provided in the financial statements:
Group
Company
2024
2023
2024
2023
£
£
£
£
Acquisition of tangible fixed assets
-
65,780
-
-
Prowrap Limited
Notes to the financial statements (continued)
For the period ended 31 December 2024
29
26
Related party transactions
Transactions with related parties
The company is exempt from disclosing transactions with other group companies on the basis it is wholly owned.
At the year end the company owed £2,777,346 (2023: £2,007,346) to Procare UK Limited and £9,123,982 (2023: £5,879,221) to Wrapex Limited, subsidiaries of the company.
At the year end the company was owed £8,136,382 (2023: £4,126,620) by Longacre Landmark Limited, its parent company.
27
Controlling party
The ultimate parent company is Longacre Group Limited a company incorporated in England and Wales.
Longacre Group Limited prepares group financial statements and copies can be obtained from 1 Mercer Street, London, WC2H 9QJ.
28
Cash generated from group operations
2024
2023
£
£
Profit for the period after tax
4,084,437
3,136,876
Adjustments for:
Taxation charged
1,039,820
567,393
Finance costs
22,076
18,499
Investment income
(70,065)
(19,129)
Loss on disposal of tangible fixed assets
2,517
-
Amortisation and impairment of intangible assets
496,892
394,673
Depreciation and impairment of tangible fixed assets
433,605
277,903
Movements in working capital:
Decrease in stocks
375,593
171,951
Increase in debtors
(3,966,496)
(1,288,871)
Increase/(decrease) in creditors
68,034
(545,201)
Cash generated from operations
2,486,413
2,714,094
Prowrap Limited
Notes to the financial statements (continued)
For the period ended 31 December 2024
30
29
Analysis of changes in net funds - group
1 October 2023
Cash flows
31 December 2024
£
£
£
Cash at bank and in hand
2,864,708
(792,180)
2,072,528
Obligations under finance leases
(326,743)
132,943
(193,800)
2,537,965
(659,237)
1,878,728
2024-12-312023-10-01falsefalseCCH SoftwareCCH Accounts Production 2024.301Stewart CantleyStanislaus Schmidt-ChiariJoseph BarryJonathan 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