Limited Liability Partnership Registration No. OC359861 (England and Wales)
SOUTH AMERICA PROPERTIES LLP
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
SOUTH AMERICA PROPERTIES LLP
LIMITED LIABILITY PARTNERSHIP INFORMATION
Designated members
Paradise Holdings Overseas Corp
Terraflora Development S.A.
Limited liability partnership number
OC359861
Registered office
Universal House
88-94 Wentworth Street
Unit 10 First Floor
London
E1 7SA
Auditor
Kirk Rice LLP
Victoria House
178-180 Fleet Road
Fleet
Hampshire
GU51 4DA
SOUTH AMERICA PROPERTIES LLP
CONTENTS
Page
Members' report
1 - 2
Independent auditor's report
3 - 5
Consolidated Statement of comprehensive income
6
LLP Statement of comprehensive income
7
Consolidated Balance Sheet
8
LLP Balance Sheet
9
Reconciliation of members' interests
10 - 11
Consolidated Statement of cash flows
12
Notes to the financial statements
13 - 31
SOUTH AMERICA PROPERTIES LLP
MEMBERS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -
The members present their annual report together with the audited financial statements of South America Properties LLP (the 'LLP and the Group') for the year ended 31 December 2024.
Principal activities
The principal activity of the Group is that of production and trade of barley and malt products.
Members' drawings, contributions and repayments
Details of changes in members' capital in the year are set out in the financial statements.
Members are remunerated from the profits of the LLP and are required to make their own provisions for pensions and other state benefits. Profits are allocated and divided between members after finalisation of the financial statements.
Designated members
The designated members who held office during the year and up to the date of signature of the financial statements were as follows:
Paradise Holdings Overseas Corp
Terraflora Development S.A.
Energy and carbon report
As the LLP has not consumed more than 40,000 kWh of energy in the UK in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.
Statement of members' responsibilities
The members are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law (as applied by The Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008) requires the members to prepare financial statements for each financial year. Under that law the members have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice. Under company law (as applied by The Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008) the members 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 limited liability partnership and of the profit or loss of the limited liability partnership for that period.
In preparing these financial statements, the members 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 financial statements;
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the limited liability partnership will continue in business.
The members are responsible for keeping adequate accounting records that are sufficient to show and explain the limited liability partnership’s transactions and disclose with reasonable accuracy at any time the financial position of the limited liability partnership and enable them to ensure that the financial statements comply with the Companies Act 2006 (as applied by The Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008). They are also responsible for safeguarding the assets of the limited liability partnership and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
SOUTH AMERICA PROPERTIES LLP
MEMBERS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Statement of disclosure to auditor
Each of the members in office at the date of approval of this annual report confirms that:
so far as the members are aware, there is no relevant audit information of which the limited liability partnership's auditor is unaware, and
the members have taken all the steps that they ought to have taken as members in order to make themselves aware of any relevant audit information and to establish that the limited liability partnership's auditor is aware of that information.
Approved by the members on 30 September 2025 and signed on behalf by:
Paradise Holdings Overseas Corp
Terraflora Development S.A.
Designated Member
Designated Member
SOUTH AMERICA PROPERTIES LLP
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF SOUTH AMERICA PROPERTIES LLP
- 3 -
Opinion
We have audited the financial statements of South America Properties LLP (the 'parent LLP') and its subsidiaries (the 'Group') for the year ended 31 December 2024 which comprise the Group statement of comprehensive income, the LLP statement of comprehensive income, the Group balance sheet, the LLP balance sheet, the Reconciliation of members' interests, the Group statement of cash flows, and notes to the financial statements, including 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's and the parent LLP's affairs as at 31 December 2024 and of its loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006 as applied to limited liability partnerships by the Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008.
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 limited liability partnership 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 members' 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 limited liability partnership’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 members 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 auditor's report thereon. The members 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.
SOUTH AMERICA PROPERTIES LLP
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SOUTH AMERICA PROPERTIES LLP
- 4 -
Matters on which we are required to report by exception
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 as applied to limited liability partnerships 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
we have not received all the information and explanations we require for our audit.
Responsibilities of members
As explained more fully in the members' responsibilities statement, the members 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 members 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 members are responsible for assessing the limited liability partnership'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 members either intend to liquidate the limited liability partnership 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 consolidated 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 on those consolidated financial statements. 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. We are responsible for the direction, supervision, and performance of the group audit, and remain solely responsible for the opinion provided in this report.
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.
During the planning of our audit procedures, attention was drawn to the key areas which might involve non-compliance with laws and regulations or fraud. All members of the audit team across the Group considered the risks and how these could possibly manifest in practice. We also enquired of management whether they were aware of any instances of non-compliance with laws and regulations or had knowledge of any actual, suspected, or alleged fraud.
We gained an understanding of the legal and regulatory framework applicable to the entity and the financial high-risk industry in which it operates. We considered the risk of acts by the entity which were contrary to applicable laws and regulations, including fraud. These included but were not limited to compliance with the LLP SORP, the Companies Act 2006, IFRS, and regulations which affect the company's services in international markets. 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 financial statement disclosures.
As detailed throughout this summary, the audit work carried out was designed in a way to identify any occurrences of fraud during the year, in the parent and also the subsidiary. In particular, for an group making large international payments we had to consider the potential for non-trading cash payments or other fraudulent payments.
We considered the risk of management override of controls has been mitigated and the risk of manipulation or misstatement of assets or loans or inappropriate journal entries. We also specifically considered the possibility of fraudulent payments to third parties or other money laundering activities.
At the completion stage of the audit, final review and oversight 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.
SOUTH AMERICA PROPERTIES LLP
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SOUTH AMERICA PROPERTIES LLP
- 5 -
Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that 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, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed 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 are to become aware of it.
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 limited liability partnership's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006 as applied by the Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008. Our audit work has been undertaken so that we might state to the limited liability partnership's members those matters we are required to state to them in an auditor's 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 limited liability partnership and the limited liability partnership's members as a body, for our audit work, for this report, or for the opinions we have formed.
Timothy Neale (Senior Statutory Auditor)
For and on behalf of Kirk Rice LLP
30 September 2025
Statutory Auditor
Victoria House
178-180 Fleet Road
Fleet
Hampshire
GU51 4DA
SOUTH AMERICA PROPERTIES LLP
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 6 -
2024
2023
Notes
$
$
Turnover
3
123,072,526
161,928,470
Cost of sales
(97,991,423)
(129,797,489)
Gross profit
25,081,103
32,130,981
Administrative expenses
(7,797,936)
(7,930,460)
Other operating expenses
(1,655,608)
(1,091,545)
Operating profit
4
15,627,559
23,108,976
Share of results of associates and joint ventures
(29,745)
21,139
Interest receivable and similar income
8
862,311
1,111,798
Interest payable and similar expenses
9
(24,798,053)
(8,147,529)
Amounts written off investments
(39,029)
(214,150)
(Loss)/profit for the financial year before taxation
(8,376,957)
15,880,234
Tax expense in corporate subsidiaries
10
(553,282)
(161,039)
(Loss)/profit for the financial year before members' remuneration and profit shares available for discretionary division among members
(8,930,239)
15,719,195
The profit and loss account has been prepared on the basis that all operations are continuing operations.
The notes on pages 13 to 31 form part of these financial statements.
SOUTH AMERICA PROPERTIES LLP
LLP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 7 -
2024
2023
$
$
Administrative expenses
(51,432)
(109,110)
Interest receivable and similar income
862,311
520,675
Interest payable and similar expenses
9
(19,575,922)
-
Amounts written off investments
(39,028)
(214,150)
(Loss)/profit for the financial year before members' remuneration and profit shares available for discretionary division among members
(18,804,071)
197,415
The profit and loss account has been prepared on the basis that all operations are continuing operations.
The notes on pages 13 to 31 form part of these financial statements.
SOUTH AMERICA PROPERTIES LLP
CONSOLIDATED BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 8 -
2024
2023
Notes
$
$
$
$
Fixed assets
Intangible assets
11
38,900
16,106
Tangible assets
12
118,652,600
122,965,065
Investments
13
1,487,880
1,556,654
120,179,380
124,537,825
Current assets
Stocks
16
82,268,409
71,941,141
Debtors
18
64,887,455
115,567,749
Cash at bank and in hand
751,263
1,675,667
147,907,127
189,184,557
Creditors: amounts falling due within one year
19
(74,360,834)
(97,384,474)
Net current assets
73,546,293
91,800,083
Total assets less current liabilities
193,725,673
216,337,908
Creditors: amounts falling due after more than one year
20
(23,616,723)
(37,604,760)
Provisions for liabilities
Provisions
22
230,082
536,123
Net assets attributable to members
170,339,032
179,269,271
Represented by:
Members' other interests
Members' capital classified as equity
170,339,032
179,269,271
170,339,032
179,269,271
The financial statements were approved by the members and authorised for issue on 30 September 2025 and are signed on their behalf by:
Paradise Holdings Overseas Corp
Terraflora Development S.A.
Designated member
Designated Member
Limited Liability Partnership Registration No. OC359861
SOUTH AMERICA PROPERTIES LLP
LLP BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 9 -
2024
2023
Notes
$
$
$
$
Fixed assets
Investments
13
26,888,414
26,927,443
Current assets
Debtors
18
2,429,379
21,142,990
Cash at bank and in hand
6,239
8,951
2,435,618
21,151,941
Creditors: amounts falling due within one year
19
(252,756)
(204,037)
Net current assets
2,182,862
20,947,904
Total assets less current liabilities and net assets attributable to members
29,071,276
47,875,347
Represented by:
Members' other interests
Members' capital classified as equity
29,071,276
47,875,347
29,071,276
47,875,347
The financial statements were approved by the members and authorised for issue on 30 September 2025 and are signed on their behalf by:
Paradise Holdings Overseas Corp
Terraflora Development S.A.
Designated member
Designated Member
Limited Liability Partnership Registration No. OC359861
SOUTH AMERICA PROPERTIES LLP
RECONCILIATION OF MEMBERS' INTERESTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 10 -
Current financial year (Group)
EQUITY
TOTAL
Members' other interests
MEMBERS'
INTERESTS
Members' capital
Other reserves
Total
2024
$
$
$
Members' interests at 1 January 2024
179,269,271
-
179,269,271
Loss for the financial year available for discretionary division among members
-
(8,930,239)
(8,930,239)
Members' interests after loss for the year
179,269,271
(8,930,239)
170,339,032
Allocation of loss for the financial year
(8,930,239)
8,930,239
-
Members' interests at 31 December 2024
170,339,032
-
170,339,032
Current financial year (LLP)
EQUITY
TOTAL
Members' other interests
MEMBERS'
INTERESTS
Members' capital
Other reserves
Total
2024
$
$
$
Members' interests at 1 January 2024
47,875,347
-
47,875,347
Loss for the financial year available for discretionary division among members
-
(18,804,071)
(18,804,071)
Members' interests after loss for the year
47,875,347
(18,804,071)
29,071,276
Allocation of loss for the financial year
(18,804,071)
18,804,071
-
Members' interests at 31 December 2024
29,071,276
-
29,071,276
SOUTH AMERICA PROPERTIES LLP
RECONCILIATION OF MEMBERS' INTERESTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 11 -
Prior financial year (Group)
EQUITY
TOTAL
Members' other interests
MEMBERS'
INTERESTS
Members' capital
Other reserves
Total
2023
$
$
$
Members' interests at 1 January 2023
163,550,076
-
163,550,076
Profit for the financial year available for discretionary division among members
-
15,719,195
15,719,195
Members' interests after profit for the year
163,550,076
15,719,195
179,269,271
Allocation of profit for the financial year
15,719,195
(15,719,195)
-
Members' interests at 31 December 2023
179,269,271
-
179,269,271
Prior financial year (LLP)
EQUITY
TOTAL
Members' other interests
MEMBERS'
INTERESTS
Members' capital
Other reserves
Total
2023
$
$
$
Members' interests at 1 January 2023
47,677,932
-
47,677,932
Profit for the financial year available for discretionary division among members
-
197,415
197,415
Members' interests after profit for the year
47,677,932
197,415
47,875,347
Allocation of profit for the financial year
197,415
(197,415)
-
Members' interests at 31 December 2023
47,875,347
-
47,875,347
SOUTH AMERICA PROPERTIES LLP
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 12 -
2024
2023
Notes
$
$
$
$
Cash flows from operating activities
Cash generated from operations
27
39,050,840
31,081,984
Interest paid
(24,798,053)
(8,147,529)
Income taxes paid
(553,282)
(161,039)
Net cash inflow from operating activities
13,699,505
22,773,416
Investing activities
Purchase of tangible fixed assets
(2,518,547)
(1,976,544)
Proceeds from disposal of tangible fixed assets
791,658
400,795
Interest received
862,311
1,111,798
Net cash used in investing activities
(864,578)
(463,951)
Financing activities
Repayment of bank loans
(13,759,331)
(22,538,714)
Net cash used in financing activities
(13,759,331)
(22,538,714)
Net decrease in cash and cash equivalents
(924,404)
(229,249)
Cash and cash equivalents at beginning of year
1,675,667
1,904,916
Cash and cash equivalents at end of year
751,263
1,675,667
SOUTH AMERICA PROPERTIES LLP
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 13 -
1
Accounting policies
Limited liability partnership information
South America Properties LLP, the parent entity, is a limited liability partnership incorporated in England and Wales. The registered office is Universal House, 88-94 Wentworth Street, Unit 10 First Floor, London, E1 7SA.
Malteria Oriental S.A. (MOSA), the subsidiary, is a private company limited by shares incorporated within Uruguay. MOSA is 99.99% owned by South American Properties LLP and as such has been fully consolidated. There are no other subsidiaries.
The principal activity and operations of the group is that of production and trade of barley and malt products.
1.1
Accounting convention
These financial statements have been prepared in accordance with the Statement of Recommended Practice "Accounting by Limited Liability Partnerships" issued in December 2021, together 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 preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies (see note 2).
The financial statements are prepared in US dollars, which is the functional and presentational currency of the limited liability partnership. Monetary amounts in these financial statements are rounded to the nearest US $.
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies.
The consolidated financial statements present the results of the LLP and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance Sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.
In accordance with the transitional exemption available in FRS 102, the group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102.
1.2
Going concern
The Group's financial statements have been prepared on a going concern basis. The Members have considered relevant information, including the annual budget, forecast future cash flows and the impact of post balance sheet events in making their assessment.
Based on these assessments and having regard to the resources available to the entity, the Members have concluded that there is no material uncertainty and that they can continue to adopt the going concern basis in preparing the financial statements.
SOUTH AMERICA PROPERTIES LLP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 14 -
1.3
Revenue
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:
Sale of goods
Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the Group has transferred the significant risks and rewards of ownership to the buyer;
the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Group will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.
Interest
Interest income is recognised in profit or loss using the effective interest method.
1.4
Members' participating interests
Members' participation rights are the rights of a member against the LLP that arise under the members' agreement (for example, in respect of amounts subscribed or otherwise contributed remuneration and profits).
Members' participation rights in the earnings or assets of the LLP are analysed between those that are, from the LLP's perspective, either a financial liability or equity, in accordance with section 22 of FRS 102. A member's participation rights including amounts subscribed or otherwise contributed by members, for example members' capital, are classed as liabilities unless the LLP has an unconditional right to refuse payment to members, in which case they are classified as equity.
Profits are divided only after a decision by the LLP or its representative, so the LLP has an unconditional right to refuse payment. Such profits are classed as equity rather than as liabilities. They are therefore shown as a residual amount available for discretionary division among members in arriving at the result for the year and are shown as appropriations of equity when they are allocated.
1.5
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.
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
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
5 years
1.6
Tangible fixed assets
Tangible fixed assets under the cost model are stated at historical costs less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
SOUTH AMERICA PROPERTIES LLP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 15 -
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:
Freehold land and buildings
20 - 50 years
Plant and equipment
5 - 30 years
Fixtures and fittings
5 - 15 years
Motor vehicles
10 years
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.
The assets' residual values, useful life 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.
1.7
Fixed asset investments
Investment in subsidiaries are measured at cost less impairment.
Investment in unlisted company shares, whose market value can be reliably determined, are remeasured at market value at each balance sheet date. Gains and losses on remeasurement are recognised in the income statement for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.
1.8
Impairment of fixed assets
Assets that are subject to depreciation or amortisation are assessed at each balance sheet date to determine whether there is any indication that the assets are impaired, Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment.
An impairment loss is recognised for the amount by which the asset's carrying amount exceed its recoverable amount. The recoverable amount is the higher of the assets (or CGU's) fair value less cost to sell and value in use.
For the purposes of assessing impairment, assets are grouped at the lowest level for which there are separately identifiable cash flows (CGU's). Non-financial assets that have been previously impaired are reviewed at each balance sheet date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.
1.9
Stocks
Stock has been valued at the acquisition or production cost, or at their net realisable value if lower than other values. The net realisable value is the estimated selling price in the ordinary course of business minus the estimated cost of completion and selling expenses.
The cost of stock is calculated by using the weighted average method, and it includes the acquisition cost of stock, costs of production or maintenance and other costs incurred during its transportation to its current location and condition. Regarding produced stock and work in progress, costs include a portion of the general production costs based on the ordinary operative capacity.
The Group uses the same cost method for all inventories having the same nature and similar uses. Adjustments to net realisable values are included in cost of goods sold.
SOUTH AMERICA PROPERTIES LLP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 16 -
1.10
Cash and cash equivalents
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and reform an integral part of the Group's cash management.
1.11
Financial instruments
The Group only enters into basic financial instrument transactions that result in recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised costs using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected yo be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public entity concessionary loan.
Basic financial assets
Financial assets that are measured at costs and amortised costs are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment if found, an impairment loss is recognised in the Consolidated Statement of Comprehensive Income.
For financial assets measured at amortised costs, the impairment loss is measured as the difference between the asset's carrying amount and the present value of estimated cash flows discounted at he asset's original effective interest rate. If a financial asset has a variable interest rate, the discounted rate for measuring any impairment loss is the current effective interest rate determined under the contract.
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Group would receive for the asset if it were to be sold at the balance sheet date.
Financial assets and liabilities are offset, and the net amount reported in the Balance Sheet when there is an enforceable right to set off the recognised amounts and there is no intention to settle on a net basis or to release the asset and settle the liability simultaneously.
SOUTH AMERICA PROPERTIES LLP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 17 -
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the limited liability partnership transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Derecognition of financial liabilities
Financial liabilities are derecognised when the limited liability partnership’s obligations expire or are discharged or cancelled.
1.12
Derivatives
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or income as appropriate. The Group does not currently apply hedge accounting for interest rate and foreign exchange derivatives.
SOUTH AMERICA PROPERTIES LLP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 18 -
1.13
Taxation
The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly to equity is also recognised in other comprehensive income or directly in equity respectively.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the LLP and the Group operate and generate income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the Balance Sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures an the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.
Deferred tax balances are not recognised in respect of permanent difference except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively by the balance sheet date.
1.14
Provisions
Provisions are made where an event has taken place that gives the Group a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the Group becomes aware of the obligation, and are measured at the best estimate at the Balance Sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Balance Sheet.
SOUTH AMERICA PROPERTIES LLP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 19 -
1.15
Foreign exchange
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.
At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical costs are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.
Foreign exchange gains and losses resulting from the settlement of transactions and from the translations at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.
On consolidation, the result of overseas operations are translated into Dollars at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results f overseas operations at actual rare are recognised in other comprehensive income.
1.16
Short term debtors are measured at transaction price, less any impairment. Loans receivables are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
1.17
Short term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured at subsequently at amortised costs using the effective interest method.
1.18
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
SOUTH AMERICA PROPERTIES LLP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 20 -
2
Judgements and key sources of estimation uncertainty
In applying the LLP's accounting policies, the members are required to make judgments, estimates and assumptions in determining the carrying amounts of assets and liabilities. The members' judgements, estimates and assumptions are based on the best and most reliable evidence available at the time when the decisions are made and are based on the best and most reliable evidence and other factors that are considered to be applicable. Due to the inherent subjectivity involved in making such judgements, estimates and assumptions, the actual results and outcomes may differ.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the year in which the estimate is revised, if the revision affects only that year, or in the year of the revision and future years, if the revision affects both current and future years.
Critical judgements
There are considered to be no critical judgements that the members' have made in the process of applying the LLP's accounting policies that have significant effect on the amounts recognised in the statutory financial statements.
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Recoverabilty of debtors
Management establishes a provision for debtors that are estimated not to be recoverable. When assessing recoverability, the members' consider factors such as the ageing of debtors, past experience of recoverability, and the credit profile of individual or groups of customers.
Depreciation and amortisation
Management establishes a reliable estimate of the useful life of both tangible and intangible fixed assets. The estimates are based on a variety of factors such as the expected useful life of the assets, similar asset in similar industry and the cash generating units to which the assets are attributable.
3
Turnover
An analysis of the Group's turnover is as follows:
2024
2023
$
$
Turnover analysed by class of business
Malt refining
123,072,526
161,928,470
2024
2023
$
$
Turnover analysed by geographical market
Uruguay
265,792
392,820
Rest of World
122,806,734
161,535,650
123,072,526
161,928,470
SOUTH AMERICA PROPERTIES LLP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
3
Turnover
(Continued)
- 21 -
2024
2023
$
$
Other significant revenue
Interest income
862,311
1,111,798
4
Operating profit
2024
2023
Operating profit for the year is stated after charging:
$
$
Exchange losses
168,270
628,122
Result for future contract
1,760,082
1,349,216
Depreciation of owned tangible fixed assets
6,009,355
6,151,642
Amortisation of intangible assets
7,206
5,404
5
Auditor's remuneration
2024
2023
Fees payable to the LLP's auditor and associates:
$
$
For audit services
Audit of the financial statements of the LLP
51,000
45,000
Audit of the financial statements of the LLP's subsidiaries
26,500
26,500
77,500
71,500
For other services
Audit-related assurance services
27,200
37,466
These figures include amounts charged by parent and component auditors.
6
Employees
The partnership does not directly employ any staff. The average number of persons (excluding members) employed by the Group during the year was:
2024
2023
Number
Number
Administration
31
32
Operations
53
52
Total
84
84
SOUTH AMERICA PROPERTIES LLP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
6
Employees
(Continued)
- 22 -
Their aggregate remuneration comprised:
2024
2023
$
$
Wages and salaries
4,422,401
4,090,090
Social security costs
419,635
395,197
4,842,036
4,485,287
7
Information in relation to members
2024
2023
Number
Number
Average number of members during the year
2
2
8
Interest receivable and similar income
2024
2023
$
$
Interest income
Other interest income
862,311
1,111,798
2024
2023
Investment income includes the following:
$
$
Interest on financial assets not measured at fair value through profit or loss
862,311
1,111,798
9
Interest payable and similar expenses
2024
2023
$
$
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
24,798,053
8,147,529
All borrowing costs are recognised in profit or loss in the year in which they are incurred.
10
Tax expense in corporate subsidiaries
2024
2023
$
$
Corporation Tax
Current tax on profits for the year
247,241
342,866
Total current tax
247,241
342,866
SOUTH AMERICA PROPERTIES LLP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
10
Tax expense in corporate subsidiaries
(Continued)
- 23 -
Deferred Tax
Origination and reversal of timing differences
306,041
(181,827)
Total Deferred Tax
306,041
(181,827)
Taxation on profit on ordinary activities
553,282
161,039
Factors affecting tax charge for the year
The tax charge for the year relates to the LLP's subsidiary, which is outside the UK jurisdication.
Factors that may affect future tax charges
There were no factors that may affect future tax charges.
11
Intangible fixed assets
Software
$
Cost
At 1 January 2024
141,133
Other changes
30,000
At 31 December 2024
171,133
Amortisation and impairment
At 1 January 2024
125,027
Amortisation charged for the year
7,206
At 31 December 2024
132,233
Carrying amount
At 31 December 2024
38,900
At 31 December 2023
16,106
The amortisation charge for the year has been included in the cost of sales in the Consolidated Statement of Comprehensive Income.
The LLP has no intangible assets.
SOUTH AMERICA PROPERTIES LLP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 24 -
12
Tangible fixed assets
Freehold land and buildings
Assets under construction
Plant and equipment
Fixtures and fittings
Motor vehicles
Total
$
$
$
$
$
$
Cost
At 1 January 2024
59,119,847
1,828,472
110,625,168
384,904
103,005
172,061,396
Additions
-
2,361,392
157,155
-
-
2,518,547
Disposals
-
(791,350)
(147)
(160)
-
(791,657)
Transfers
870,426
(1,250,020)
349,594
-
-
(30,000)
At 31 December 2024
59,990,273
2,148,494
111,131,770
384,744
103,005
173,758,286
Depreciation and impairment
At 1 January 2024
12,024,661
-
36,690,417
348,808
32,445
49,096,331
Depreciation charged in the year
1,599,075
-
4,388,933
8,967
12,380
6,009,355
At 31 December 2024
13,623,736
-
41,079,350
357,775
44,825
55,105,686
Carrying amount
At 31 December 2024
46,366,537
2,148,494
70,052,420
26,969
58,180
118,652,600
At 31 December 2023
47,095,186
1,828,472
73,934,751
36,096
70,560
122,965,065
Land and buildings include freehold land valued at cost amounting to $593,285 (2023: $593,285) which is not depreciated. The members make an annual assessment on whether the carrying amount of the land as stated in the balance sheet at cost is lower to the fair value of the land. If the fair value of the land is lower than cost, the land would be impaired in the financial statements.
Assets under construction relates to various projects to improve the facilities.
The LLP has no tangible fixed assets.
13
Fixed asset investments
Group
Group
LLP
LLP
2024
2023
2024
2023
$
$
$
$
Investments in subsidiaries
14
-
-
25,845,000
25,845,000
Investments in associates
15
444,466
474,211
-
-
Long term bonds
1,043,414
1,082,443
1,043,414
1,082,443
1,487,880
1,556,654
26,888,414
26,927,443
SOUTH AMERICA PROPERTIES LLP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
13
Fixed asset investments
(Continued)
- 25 -
Movements in fixed asset investments
Shares in associates
Other investments
Total
$
$
$
Cost or valuation
At 1 January 2024
474,211
1,082,443
1,556,654
Valuation changes
-
(39,029)
(39,029)
Share of profit/(loss)
(29,745)
-
(29,745)
At 31 December 2024
444,466
1,043,414
1,487,880
Carrying amount
At 31 December 2024
444,466
1,043,414
1,487,880
At 31 December 2023
474,211
1,082,443
1,556,654
LLP
Shares in subsidiary
Long term bonds
Total
$
$
$
Cost or valuation
At 1 January 2024
25,845,000
1,082,443
26,927,443
Valuation changes
-
(39,029)
(39,029)
At 31 December 2024
25,845,000
1,043,414
26,888,414
Carrying amount
At 31 December 2024
25,845,000
1,043,414
26,888,414
At 31 December 2023
25,845,000
1,082,443
26,927,443
14
Subsidiaries
Details of the limited liability partnership's subsidiaries at 31 December 2024 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Malteria Oriental S.A
Camino Abrevadero 5525 CP 12400 Montevideo, Uruguay
Ordinary
99.99
SOUTH AMERICA PROPERTIES LLP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 26 -
15
Associates
Details of the Group's associates at 31 December 2024 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Cariplal S.A
RUTA 1 KM 64 Punta de Valdez, San José
Ordinary
50.00
The investment in the associate is accounted for using the equity method. The share of loss for the year was $29,745 (2023 - profit of $21,139).
16
Stocks
2024
2023
$
$
Raw materials and consumables
65,813,249
45,597,336
Work in progress
1,451,294
1,844,091
Finished goods and goods for resale
15,003,866
24,499,714
82,268,409
71,941,141
Pursuant to the terms set forth in the farming contracts entered into with distributors, ownership of the barley transfers to the company upon invoicing for goods. As of 31 December 2024, the company had taken ownership of 100% of the barley harvest, which is recognised under stocks. As of the prior year end, 31 December 2023, the company held only 50% of the total barley harvest included in stock. To properly reflect the contractual situation in the comparative period, a right to receive barley was recognised for 50%, along with a provision for the obligation to purchase it for the same amount.
17
Financial instruments
2024
2023
$
$
Carrying amount of financial assets
Debt instruments measured at amortised cost
64,887,455
115,567,749
Instruments measured at fair value through profit or loss
1,043,414
1,082,443
Carrying amount of financial liabilities
Measured at amortised cost
97,977,557
134,989,234
Financial assets measured at fair value through the profit or loss compromises of unlisted investments.
Financial assets that are debt instruments measured at amortised cost comprise of trade debtors and other debtors.
Financial liabilities measured at amortised cost comprise trade creditors, other creditors and bank loans
SOUTH AMERICA PROPERTIES LLP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 27 -
18
Debtors
Group
Group
LLP
LLP
2024
2023
2024
2023
Amounts falling due within one year:
$
$
$
$
Trade debtors
57,710,752
21,230,245
-
-
Other debtors
5,747,324
37,170,559
1,000,000
1,000,000
63,458,076
58,400,804
1,000,000
1,000,000
2024
2023
2024
2023
Amounts falling due after more than one year:
$
$
$
$
Other debtors
1,429,379
57,166,945
1,429,379
20,142,990
Total debtors
64,887,455
115,567,749
2,429,379
21,142,990
The Group has provided a loan of $699,379 (2023: $19.2m) to Cerveceria Petropolis S/A at an interest rate of 3.5% + LIBOR 6m EUA until 25 June 2023, the original maturity date of the loan. The loan was extended on 17 November 2023 to an interest rate of 0.85% + LIBOR 6m. The new maturity date is 30 November 2026. The interest is payable on the maturity of the loan.
The Group has provided a loan of $1m (2023: $1m) to Mr. Walter Faria at nil interest. The maturity date of loan was 19 March 2022, but this was extended to mature on 19 March 2025.
At the year-end there were no overdue trade debtors, and the members have therefore not provided for any provision against receivables.
As of 31 December 2024 the company collected the entire refinanced balance it held with Cerveceria Petropolis Group at the end of the prior year, within the framework of the Judicial Recovery Plan. This plan established a 120 month term for the repayment of the loan with related parties, which was settled early. The interest accrued during 2023 was forgiven as part of the payment agreement.
19
Creditors: amounts falling due within one year
Group
Group
LLP
LLP
2024
2023
2024
2023
Notes
$
$
$
$
Bank loans
21
44,073,426
43,844,720
-
-
Trade creditors
29,966,002
52,085,292
-
-
Other creditors
321,406
1,454,462
252,756
204,037
74,360,834
97,384,474
252,756
204,037
The bank loans are secured against the land and buildings owned by the subsidiary company.
SOUTH AMERICA PROPERTIES LLP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 28 -
20
Creditors: amounts falling due after more than one year
Group
Group
2024
2023
Notes
$
$
Bank loans and overdrafts
21
23,616,723
37,604,760
21
Loans and overdrafts
Group
Group
2024
2023
$
$
Bank loans
67,690,149
81,449,480
Payable within one year
44,073,426
43,844,720
Payable after one year
23,616,723
37,604,760
Financial debts relate to loans payable by the subsidiary company. The loans are secured against the land and buildings owned by the subsidiary company.
22
Provisions for liabilities
2024
2023
$
$
Deferred taxation
(230,082)
(536,123)
Movements on provisions:
Deferred taxation
$
At 1 January 2024
(536,123)
Accelerated capital allowances
306,041
At 31 December 2024
(230,082)
SOUTH AMERICA PROPERTIES LLP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 29 -
23
Financial commitments, guarantees and contingent liabilities
To date, pending litigation, it is not yet possible to determine with certainty the resolution of the respective courts and therefore the effects that these may have on the results of the LLP.
The following is a detail of the status of the lawsuits in force until the date of these financial statements:
- Forced deed of promise of sale of the registered property No. 184,795 of Montevideo. Since October 2021, a proposal remains open to secure the remaining 75% ownership of this property. Malteria Oriental S.A already owns the remaining 25%.
All the corresponding procedural steps have been completed and it remains for the registry office to approve the draft deed in order to proceed with the compulsory deed.
Granted guarantees:
On May 27th 2009, a non-moving pledge agreement was signed with Bank of Republic Oriental Uruguay for an amount of $2,676,000 putting machinery owned by the company as a guarantee.
On August 12th 2015, Bank of Republic Oriental Uruguay granted credit to Malteria Oriental S.A for an amount of $14,000,00 for which a mortgage was made in favour of the Bank on the land with the building and all the improvements up to the amount of the credit granted. On December 10th 2017, given the commercial projections and the need to request a line of credit, the Board of Directors approved the granting of a pledge agreement of machinery under guarantee with the Bank of Republic of Oriental Uruguay for an amount of $23,582,000, which was formalised on May 11th 2018 by a non-moving pledge agreement.
On December 11th 2019, given the importance of the investment in the implementation of new technologies applied to the company's activity, and in view of the approval of the acquisition of a new tower for malt processing, it became necessary to grant a contract for the constitution of a non-displaced pledge on the tower to be imported. The loan contract is with the German Bayerische Landesbank for an amount of €9,796,000.
Due to the Private Reorganisation Agreement (APR in Spanish) that Malteria Oriental S.A signed with all the banks with which it has financial debts, the Group holds barley and malt as collateral in favour of the banks as follows:
The barley balance is made up of 70,322 tonnes while the malt balance is made up of 16,437 tonnes.
SOUTH AMERICA PROPERTIES LLP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 30 -
24
Related party transactions
Remuneration of key management personnel
The total remuneration of the key management personnel of the Group was $1,905,614 (2023 - $1,530,029).
Transactions with related parties
During the year the Group entered into the following transactions with related parties:
Sales
Sales
Purchases
Purchases
2024
2023
2024
2023
$
$
$
$
Entities over which the LLP has control, joint control or significant influence
12,000
12,000
317,365
527,094
Group entities under common control
89,269,632
97,231,199
-
-
Non-group entities under common control
14,257,135
12,187,645
-
-
Commission
2024
2023
$
$
Group entities under common control
24,772,480
22,683,631
Commission refers to sales for which the Group acted as commission agent to the above related parties.
The following amounts were outstanding at the reporting end date:
2024
2023
Amounts due to related parties
$
$
Entities over which the LLP has control, joint control or significant influence
306,642
301,224
The following amounts were outstanding at the reporting end date:
2024
2023
Amounts due from related parties
$
$
Ultimate controlling party
1,000,000
1,000,000
Entities over which the LLP has control, joint control or significant influence
4,881
6,101
Group entities under common control
40,030,736
41,055,509
Non-group entities under common control
2,920,072
6,067,944
Included within the trade-related debt with the above Cerveceria Petropolis Group companies totalling $48,301,475 (2023: $41,055,509) is a total balance of $nil (2023: $37,023,955) included within non-current debtors. See also note 18.
In addition to trade-related debts above, the Group also made non-trading loans to related parties, for which the year-end balances, including compound interest, were $699,379 (2023 - $19,426,990).
SOUTH AMERICA PROPERTIES LLP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 31 -
25
Ultimate controlling party
The Limited Liability Partnership (“the LLP”) has two members, Terraflora Development S.A. and Paradise Holdings Overseas Corp. both of which are incorporated in Panama and hold equal partnership interests in the LLP.
There are no consolidated financial statements prepared at a higher group level. Accordingly, South America Properties LLP is the smallest and largest group in which the results of the LLP are consolidated.
The ultimate controlling party is Walter Faria by virtue of his majority voting interest and right to surplus assets of the entity.
26
Events after the reporting date
No events or transactions have occurred that could significantly affect these financial statements or that are of such a degree that they require disclosure, between year-end and the report date.
27
Cash generated from operations
2024
2023
$
$
(Loss)/profit for the year
(8,930,239)
15,719,195
Adjustments for:
Share of results of associates and joint ventures
29,745
(21,139)
Income tax expense recognised in profit or loss
553,282
161,039
Finance costs recognised in profit or loss
24,798,053
8,147,529
Investment income recognised in profit or loss
(862,311)
(1,111,798)
Amortisation and impairment of intangible assets
7,206
5,404
Depreciation and impairment of tangible fixed assets
6,009,355
6,151,642
Other gains and losses
39,029
214,150
Increase/(decrease) in provisions
306,041
(181,827)
Movements in working capital:
(Increase)/decrease in stocks
(10,327,268)
57,730,173
Decrease/(increase) in debtors
50,680,294
(29,228,962)
Decrease in creditors
(23,252,347)
(26,503,422)
Cash generated from operations
39,050,840
31,081,984
28
Analysis of changes in net debt
1 January 2024
Cash flows
31 December 2024
$
$
$
Cash at bank and in hand
1,675,667
(924,404)
751,263
Borrowings excluding overdrafts
(81,449,480)
13,759,331
(67,690,149)
(79,773,813)
12,834,927
(66,938,886)
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