Company registration number: 09390816
COMPANY INFORMATION
CONTENTS
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
Frimpeks is a manufacturer and distributor of Pressure Sensitive Self-Adhesive label stock as well as UV inks and varnishes with manufacturing facilities in several global locations
During 2024, market conditions in the self-adhesive label stock industry remained extremely tough. Increased competition from China in addition to the conflict in Ukraine and other cost of living related economic factors meant that although there was some growth in the European market the recovery the losses sustained in 2023.
Despite this the directors have made several strategic and operational decisions to support long-term growth and resilience of Frimpeks Ltd. The Frimpeks group has been investing heavily in venturing into new markets from its European manufacturing base, notably in its operation in Italy and exports to the USA where the market remains more buoyant. Towards the end of the year, uncertainty in global markets linked to the threat of tariffs in the US, coupled with the change in UK government is clearly driving more caution with regard to discretionary spending.
All this being said, Frimpeks UK operations was able to deliver revenue growth during the second half of the year after a slow start finishing the year marginally behind 2023 turnover.
Margins remain at all time low levels due to increased competition, volatile raw material costs and inflationary pressures in other areas, notably but not exclusively related to changes in the UK minimum wage and National Insurance contribution.
Frimpeks has continued to invest in innovation and operational efficiency, particularly through the enhancement of production capabilities and ongoing digitalisation of core business processes. Strategic investment in environmentally friendly production methods was also prioritised to future-proof operations and meet customer expectations
Critically Frimpeks Ltd is seen as a key vehicle to provide manufacturing support, market access and an investment balance for the parent company in Turkey and as such has continued to receive financial support throughout.
Frimpeks recognises that its people are central to the company's success. During 2024, the company introduced new training programmes to upskill staff, implemented enhanced health and safety protocols, and expanded employee well-being initiatives. Regular staff feedback sessions were held to ensure two-way communication and inclusive decision-making.
New challenges facing the industry such as EUDR (European Deforestation Regulations) which were due come in to force in December 2024 have been delayed by 12 months, and whilst administratively cumbersome and another cost that business will have to bear could ultimately lead to a reduction in materials being imported from outside of the EU, and will inevitably lead to raw material inflation, but could also help to curb the additional competition that has been active in the market in the two to three years, notably from China.
Frimpeks continued to pursue its environmental sustainability objectives, including waste reduction, recycling, and energy efficiency initiatives. Frimpeks reduced its carbon footprint through better raw material sourcing and energy management. Local community initiatives were supported through the sponsoring of local events and participation in educational outreach.
In line with its core values, the company remained focused on operating with integrity and transparency. Compliance policies and training around ethical conduct, anti-bribery, and data protection were reviewed and updated. The directors continue to promote a culture of accountability and ethical business practices.
Throughout the year Frimpeks maintained close relationships with key customers and suppliers. Supply chain resilience was strengthened in 2024 through the diversification of suppliers and customer service remained a top priority. To ensure quality and compliance with ESG standards, regular stakeholder reviews were conducted, and a formal supplier evaluation framework was implemented.
While Frimpeks is a privately held company, the directors ensure that shareholder interests are represented and aligned with broader company goals. Regular board meetings and shareholder updates ensure that all key financial and strategic matters are communicated clearly and transparently.
Despite this the directors have made several strategic and operational decisions to support long-term growth and resilience of Frimpeks Ltd. The Frimpeks group has been investing heavily in venturing into new markets from its European manufacturing base, notably in its operation in Italy and exports to the USA where the market remains more buoyant. Towards the end of the year, uncertainty in global markets linked to the threat of tariffs in the US, coupled with the change in UK government is clearly driving more caution with regard to discretionary spending.
All this being said, Frimpeks UK operations was able to deliver revenue growth during the second half of the year after a slow start finishing the year marginally behind 2023 turnover.
Margins remain at all time low levels due to increased competition, volatile raw material costs and inflationary pressures in other areas, notably but not exclusively related to changes in the UK minimum wage and National Insurance contribution.
Frimpeks has continued to invest in innovation and operational efficiency, particularly through the enhancement of production capabilities and ongoing digitalisation of core business processes. Strategic investment in environmentally friendly production methods was also prioritised to future-proof operations and meet customer expectations
Critically Frimpeks Ltd is seen as a key vehicle to provide manufacturing support, market access and an investment balance for the parent company in Turkey and as such has continued to receive financial support throughout.
Frimpeks recognises that its people are central to the company's success. During 2024, the company introduced new training programmes to upskill staff, implemented enhanced health and safety protocols, and expanded employee well-being initiatives. Regular staff feedback sessions were held to ensure two-way communication and inclusive decision-making.
New challenges facing the industry such as EUDR (European Deforestation Regulations) which were due come in to force in December 2024 have been delayed by 12 months, and whilst administratively cumbersome and another cost that business will have to bear could ultimately lead to a reduction in materials being imported from outside of the EU, and will inevitably lead to raw material inflation, but could also help to curb the additional competition that has been active in the market in the two to three years, notably from China.
Frimpeks continued to pursue its environmental sustainability objectives, including waste reduction, recycling, and energy efficiency initiatives. Frimpeks reduced its carbon footprint through better raw material sourcing and energy management. Local community initiatives were supported through the sponsoring of local events and participation in educational outreach.
In line with its core values, the company remained focused on operating with integrity and transparency. Compliance policies and training around ethical conduct, anti-bribery, and data protection were reviewed and updated. The directors continue to promote a culture of accountability and ethical business practices.
Throughout the year Frimpeks maintained close relationships with key customers and suppliers. Supply chain resilience was strengthened in 2024 through the diversification of suppliers and customer service remained a top priority. To ensure quality and compliance with ESG standards, regular stakeholder reviews were conducted, and a formal supplier evaluation framework was implemented.
While Frimpeks is a privately held company, the directors ensure that shareholder interests are represented and aligned with broader company goals. Regular board meetings and shareholder updates ensure that all key financial and strategic matters are communicated clearly and transparently.
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STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
Frimpeks Ltd. has a knowledgeable and experienced management team with many skills across multiple disciplines of the PSA Labelstock industry and in combination with continued support from a strong parent company and access to global raw material markets remains well placed to deliver continued growth outperforming ambient market conditions.
This report was approved by the board and signed on its behalf.
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DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
The directors present their report and the financial statements for the year ended 31 December 2024.
The directors are responsible for preparing the Strategic report, the Directors' report and the financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙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 to 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.
The loss for the year, after taxation, amounted to £1,550,406 (2023 - £3,264,322).
The directors who served during the year were:
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DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
The directors consider that the business environment will be challenging given the rise in the cost of living impacting on all aspects of society. However, as the products produced are used across almost all industrial sectors, with the biggest volumes being in Food & Beverage, Logistics and Pharmaceutical end uses, the overall market demand is not expected to be significantly impacted should the UK and Europe enter into a state of recession. Although some business areas might see a decline in general where household consumption is concerned, changes to cheaper brands for example do not result in a reduction in label usage.
Raw material availability is expected to remain tight for the foreseeable future, although Frimpeks enjoys good relationships with most key suppliers and have been able to react flexibly in difficult conditions to ensure continuity of supply and the ability to service our customers, although lead times continue to be longer than normal.
Wider uncertainty exists from the introduction of increased tariffs in the US affecting all global trade and the implementation of new regulation such as EUDR (EU Regulation of De-forestation Free Products) will have an impact, but Frimpeks is already committed to environmentally sustainable activities and don’t foresee this being an undue burden.
The company has the continued financial support of the parent undertaking and as such is able to fulfil its financial obligations as they fall due together with funding the additional working capital requirement that is anticipated given the perceived growth in the coming months.
The environment is expected to remain competitive and the directors believe that the company is in a good position to continue to operate through their ongoing investment in innovative production techniques achieved by employment of efficient technology and upskilling the dedicated workforce.
The directors remain committed to an ongoing programme of capital expenditure, continued focus on quality assurance and on time delivery to ensure that they provide first class products to customers in conjunction with exploring new markets.
Raw material availability is expected to remain tight for the foreseeable future, although Frimpeks enjoys good relationships with most key suppliers and have been able to react flexibly in difficult conditions to ensure continuity of supply and the ability to service our customers, although lead times continue to be longer than normal.
Wider uncertainty exists from the introduction of increased tariffs in the US affecting all global trade and the implementation of new regulation such as EUDR (EU Regulation of De-forestation Free Products) will have an impact, but Frimpeks is already committed to environmentally sustainable activities and don’t foresee this being an undue burden.
The company has the continued financial support of the parent undertaking and as such is able to fulfil its financial obligations as they fall due together with funding the additional working capital requirement that is anticipated given the perceived growth in the coming months.
The environment is expected to remain competitive and the directors believe that the company is in a good position to continue to operate through their ongoing investment in innovative production techniques achieved by employment of efficient technology and upskilling the dedicated workforce.
The directors remain committed to an ongoing programme of capital expenditure, continued focus on quality assurance and on time delivery to ensure that they provide first class products to customers in conjunction with exploring new markets.
There have been no significant events affecting the Company since the year end.
The auditors, Menzies LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board and signed on its behalf.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FRIMPEKS LIMITED
We have audited the financial statements of Frimpeks Limited (the 'Company') for the year ended 31 December 2024, which comprise the Statement of comprehensive income, the Statement of financial position, the Statement of cash flows, the Statement of changes in equity and the related notes, 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).
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 United Kingdom, including the Financial Reporting Council'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.
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.
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FRIMPEKS LIMITED (CONTINUED)
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 year 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.
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 Directors' report.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FRIMPEKS LIMITED (CONTINUED)
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 Auditors' 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 extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
•The Company is subject to laws and regulations that directly affect the financial statements including financial reportinglegislation. We determined that the following laws and regulations were most significant including UK Companies Act,employment law, health and safety, pensions legislation and tax legislation.
•We understood how the Company is complying with those legal and regulatory frameworks by making inquiries tomanagement and those responsible for legal and compliance procedures. We assessed the extent of compliance withthese legal and compliance procedures as part of our procedures on the related financial statement items.
•The engagement partner assessed whether the engagement team collectively had the appropriate competence andcapabilities to identify or recognize non-compliance with laws and regulations. The assessment did not identify any issues inthis area.
•We assessed the susceptibility of the Company’s financial statements to material misstatement, including how fraud mightoccur. We identified the risk of override of controls as the area where the financial statements were most susceptible tomaterial misstatement due to fraud. Audit procedures performed by the engagement team included:
•Identifying and assessing the design effectiveness of controls management has in place to prevent and detect fraud;
•Understanding how those charged with governance considered and addressed the potential for override of controls orother inappropriate influence over the financial reporting process;
•Challenging assumptions and judgments made by management in its significant accounting estimates; and•Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations.
As a result of the above procedures, we considered the opportunities and incentives that may exist within the organisationfor fraud and identified the greatest potential for fraud or error in the following areas:
•The use of management override of controls to manipulate results, or to cause the Group to enter into transactions not in its best interests; or
•Posting of unusual journals and complex transactions
•Revenue cut-off within the period being recognised in the incorrect period to manipulate results.
The assessment did not identify any issues in these areas.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leadingto a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more thatcompliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as wewill be less likely to become aware of instances of non-complance. The risk is also greater regarding irregularities occurringdue to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
•We understood how the Company is complying with those legal and regulatory frameworks by making inquiries tomanagement and those responsible for legal and compliance procedures. We assessed the extent of compliance withthese legal and compliance procedures as part of our procedures on the related financial statement items.
•The engagement partner assessed whether the engagement team collectively had the appropriate competence andcapabilities to identify or recognize non-compliance with laws and regulations. The assessment did not identify any issues inthis area.
•We assessed the susceptibility of the Company’s financial statements to material misstatement, including how fraud mightoccur. We identified the risk of override of controls as the area where the financial statements were most susceptible tomaterial misstatement due to fraud. Audit procedures performed by the engagement team included:
•Identifying and assessing the design effectiveness of controls management has in place to prevent and detect fraud;
•Understanding how those charged with governance considered and addressed the potential for override of controls orother inappropriate influence over the financial reporting process;
•Challenging assumptions and judgments made by management in its significant accounting estimates; and•Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations.
As a result of the above procedures, we considered the opportunities and incentives that may exist within the organisationfor fraud and identified the greatest potential for fraud or error in the following areas:
•The use of management override of controls to manipulate results, or to cause the Group to enter into transactions not in its best interests; or
•Posting of unusual journals and complex transactions
•Revenue cut-off within the period being recognised in the incorrect period to manipulate results.
The assessment did not identify any issues in these areas.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leadingto a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more thatcompliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as wewill be less likely to become aware of instances of non-complance. The risk is also greater regarding irregularities occurringdue to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
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 Auditors' report.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FRIMPEKS LIMITED (CONTINUED)
This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an 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 Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.
for and on behalf of
Chartered Accountants
Statutory Auditor
Richmond House
Walkern Road
Herts
SG1 3QP
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STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
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STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 14 to 22 form part of these financial statements.
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STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
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STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
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ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2024
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Frimpeks 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.
The presentational and functional currency of the financial statements is the Pound Sterling (£).
The presentational and functional currency of the financial statements is the Pound Sterling (£).
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
The financial statements have been prepared on the going concern basis despite the company being loss making and reporting negative retained earnings. The reasoning behind preparing the financial statements on such basis following confirmation of continued financial support from the parent undertaking for a period exceeding 12 months from the date of signing these financial statements.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the Company's Statement of financial position when the Company becomes party to the contractual provisions of the instrument.
Basic financial assets
Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.
Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
The key sources of estimation uncertainty that have a significant effect on the amounts recognised in the financial statements are described below.
Useful economic life of property, plant and equipment:
The annual depreciation charge for property, plant and equipment is sensitive to changes in the estimated useful lives and residual values of the assets. The useful economic lives and residual values are re-assessed annually. They are amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and physical condition of the assets.
The whole of the turnover is attributable to the principal activity of the company.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Debt factoring liabilities are secured by way of a fixed charge over the assets of the company.
The company's bankers have in place, as part of their relationship with the company, a fixed and floating charge over the assets of the company.
The company's bankers have in place, as part of their relationship with the company, a fixed and floating charge over the assets of the company.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
A loan due to group entity was converted into capital to the value of £2,535,944. It was a discharge of the £2,535,943.76 convertible loan balance between Frimpeks Limited (the borrower) and Frimpeks Kimya Ve EtiketSanayi Ticaret (the lender) in return for 2,535,944 ordinary shares of £1.00 each alloted to the lender.
The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £112,731 (2023 - £99,824). Contributions totalling £15,260 (2023 - £20,219) were payable to the fund at the reporting date and are included in creditors.
The company is a wholly owned subsidiary of Frimpeks Kimya Ve Etiket Sanayi Ticaret, a company incorporated in Turkey whose registered office is Maslak Mahallesi Ahi Evran Caddesi Polaris Plaza. No:21 Kat 12, 34485 Maslak, Istanbul, Turkiye.
Frimpeks Kimya Ve Etiket Sanayi Ticaret is the parent undertaking of the smallest and largest group which prepares publicly available consolidated financial statements. Copies of the consolidated financial statements may be obtained from Maslak Mahallesi Ahi Evran Caddesi Polaris Plaza. No:21 Kat 12, 34485 Maslak, Istanbul, Turkiye.
Frimpeks Kimya Ve Etiket Sanayi Ticaret is the parent undertaking of the smallest and largest group which prepares publicly available consolidated financial statements. Copies of the consolidated financial statements may be obtained from Maslak Mahallesi Ahi Evran Caddesi Polaris Plaza. No:21 Kat 12, 34485 Maslak, Istanbul, Turkiye.
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