Registered number: 10015477
FOR THE YEAR ENDED 31 DECEMBER 2024
AROUND NOON FOODS LIMITED
COMPANY INFORMATION
AROUND NOON FOODS LIMITED
CONTENTS
AROUND NOON FOODS LIMITED
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
The directors present the strategic report for the group for the year ended 31 December 2024.
The principal activity of the group continued to be that of the manufacture and distribution of sandwiches, pastries, cakes and related products.
Turnover has increased by 19.3% to £81.1m in the year ended 31 December 2024 relative to turnover of £68.0m achieved in the year ended 31 December 2023.
The gross profit margin for the year was 19.7% which has decreased from 22.0% in 2023.
The group has moved to a net liabilities position of £79k as at 31 December 2024 from a net assets position of £868k as at 31 December 2023.
The Group’s performance for the year was disappointing, reflecting several challenges that impacted financial results. However, the Directors are actively implementing a range of corrective measures, including operational improvements and cost control initiatives, aimed at addressing these issues and driving a return to profitability in the near future.
Turnover has increased by 19.3% to £81.1m in the year ended 31 December 2024 relative to turnover of £68.0m achieved in the year ended 31 December 2023.
The gross profit margin for the year was 19.7% which has decreased from 22.0% in 2023.
The group has moved to a net liabilities position of £79k as at 31 December 2024 from a net assets position of £868k as at 31 December 2023.
The Group’s performance for the year was disappointing, reflecting several challenges that impacted financial results. However, the Directors are actively implementing a range of corrective measures, including operational improvements and cost control initiatives, aimed at addressing these issues and driving a return to profitability in the near future.
The group uses financial instruments throughout its business. The core risks associated with the group's financial instruments (i.e. its cash, finance leases, operational level of trade receivables and payables) are currency risk, interest rate risk, liquidity risk, credit risk, inflation risk and climate risk. The board reviews and agrees policies for the prudent management of these risks as follows:
Currency risk - A significant proportion of the group's main activities are conducted in the UK. The group's activities in Europe are conducted primarily in Euro. Variances affecting operational activities in this regard are reflected in cost of sales in the profit and loss account in the years in which they arise.
Finance and Interest rate risk - The group's objective in relation to interest rate management is to minimise the impact of interest rate volatility on interest costs in order to protect recorded profitability.
Liquidity and cash flow risk - The group's objective is to maintain a balance between the continuity of funding and flexibility through the use of borrowings with a range of maturities. The group's policy is to ensure that sufficient resources are available either from cash balances and cash flows to ensure all obligations can be met when they fall due.
Credit risk - The group has no significant concentrations of credit risk. Customers who wish to trade on credit terms are subject to strict verification procedures in advance of credit being awarded and are continually being monitored. Risk is also mitigated by credit insurance.
Inflation risk - The group will continue to take steps to ensure the current inflation crisis in the UK and global economy does not materially impact on the business. Costs will be monitored and controlled closely to mitigate the impact of inflation on the group.
Climate risk – The directors are aware future changes in the climate may affect their supply chain, product costs and demand of the group. The group recognises its corporate responsibility to carry out its operations whilst minimising environmental impacts. The directors' continued aim is to comply with all applicable environmental legislation, prevent pollution and reduce waste wherever possible.
Currency risk - A significant proportion of the group's main activities are conducted in the UK. The group's activities in Europe are conducted primarily in Euro. Variances affecting operational activities in this regard are reflected in cost of sales in the profit and loss account in the years in which they arise.
Finance and Interest rate risk - The group's objective in relation to interest rate management is to minimise the impact of interest rate volatility on interest costs in order to protect recorded profitability.
Liquidity and cash flow risk - The group's objective is to maintain a balance between the continuity of funding and flexibility through the use of borrowings with a range of maturities. The group's policy is to ensure that sufficient resources are available either from cash balances and cash flows to ensure all obligations can be met when they fall due.
Credit risk - The group has no significant concentrations of credit risk. Customers who wish to trade on credit terms are subject to strict verification procedures in advance of credit being awarded and are continually being monitored. Risk is also mitigated by credit insurance.
Inflation risk - The group will continue to take steps to ensure the current inflation crisis in the UK and global economy does not materially impact on the business. Costs will be monitored and controlled closely to mitigate the impact of inflation on the group.
Climate risk – The directors are aware future changes in the climate may affect their supply chain, product costs and demand of the group. The group recognises its corporate responsibility to carry out its operations whilst minimising environmental impacts. The directors' continued aim is to comply with all applicable environmental legislation, prevent pollution and reduce waste wherever possible.
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AROUND NOON FOODS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
The group's most important resource is its people; their knowledge and experience is crucial to meeting customer requirements. Retention of key staff is critical and the group has invested increasingly in employment training and development and has introduced appropriate incentive and career progression arrangements. The group is committed to training and development of both existing and new employees.
Environment
The group recognises its corporate responsibility to carry out its operations whilst minimising environmental impacts. The directors continued aim is to comply with all applicable environmental legislation, prevent pollution and reduce waste wherever possible.
Health and safety
The group is committed to achieving the highest practicable standards in health and safety management and strives to make its offices a safe environment for employees and customers alike.
The group recognises its corporate responsibility to carry out its operations whilst minimising environmental impacts. The directors continued aim is to comply with all applicable environmental legislation, prevent pollution and reduce waste wherever possible.
Health and safety
The group is committed to achieving the highest practicable standards in health and safety management and strives to make its offices a safe environment for employees and customers alike.
The Directors of Around Noon Foods Group must act in accordance with their duties under the Companies Act 2006. These include a fundamental duty to promote the success of the group for the benefit of its members as a whole. This duty has been central to the board’s decision-making processes and outcomes for many years and will continue to play a significant part in the decision making. The information which follows below describes how, in performing their duties during the year, the Directors’ have had regard to the matters set out in Section 172 (1) (a) to (f) of the Act and constitutes the Board’s section 172 statement for 2024.
Customers – The directors maintain strong communication with their customers by having regular update meetings. These meetings help to maintain strong relationships, which the directors feel is key to the continued success of the business.
Employees – The employees of the Around Noon Foods Group are at the heart of everything the group does. The board have established and continue to promote a strong family culture in the group to ensure the employees feel valued and part of a stable working environment.
Suppliers – The board recognises the key role suppliers play in ensuring the group delivers a quality service to customers. The directors maintain strong communication with their supply chain partners by having regular meetings as well as obtaining key information from routine business.
Community and environment - The group are actively involved with the local community by way of sponsorship and continue to actively support local charities.
Customers – The directors maintain strong communication with their customers by having regular update meetings. These meetings help to maintain strong relationships, which the directors feel is key to the continued success of the business.
Employees – The employees of the Around Noon Foods Group are at the heart of everything the group does. The board have established and continue to promote a strong family culture in the group to ensure the employees feel valued and part of a stable working environment.
Suppliers – The board recognises the key role suppliers play in ensuring the group delivers a quality service to customers. The directors maintain strong communication with their supply chain partners by having regular meetings as well as obtaining key information from routine business.
Community and environment - The group are actively involved with the local community by way of sponsorship and continue to actively support local charities.
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AROUND NOON FOODS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
The Group has faced a challenging trading year, with performance below expectations. However, the Directors are confident in the Group’s ability to return to profitability. In response to the difficulties encountered, management has already implemented a series of targeted actions, including cost reduction measures, operational efficiencies, and strategic adjustments, aimed at improving performance. The Group expects current trading levels to improve as these initiatives take effect.
Employees have been kept as fully informed as practicable about the ongoing developments within the business. The Directors continue to assess market demands and emerging opportunities, and, based on these considerations, are confident that the Group will generate profits in the near future.
Employees have been kept as fully informed as practicable about the ongoing developments within the business. The Directors continue to assess market demands and emerging opportunities, and, based on these considerations, are confident that the Group will generate profits in the near future.
This report was approved by the board on 19 December 2025 and signed on its behalf.
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AROUND NOON FOODS LIMITED
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 results for the year are set out on page 14.
No ordinary dividends were paid. The directors do not recommend payment of a further dividend.
No ordinary dividends were paid. The directors do not recommend payment of a further dividend.
The directors who served during the year were:
The Group will seek to minimise adverse impacts on the environment from its activities, whilst continuing to address health, safety and economic issues. The Group has complied with all applicable legislation and regulations.
The group's policy is to consult and discuss with employees, through unions, staff councils and at meetings, matters likely to affect employees' interests.
Information about matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the group's performance.
The directors introduced an employee share scheme as a means of further encouraging the involvement of employees in the group's performance.
Information about matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the group's performance.
The directors introduced an employee share scheme as a means of further encouraging the involvement of employees in the group's performance.
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AROUND NOON FOODS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
The financial statements have been prepared on the going concern basis. In assessing whether the going concern basis remains appropriate, the directors have considered the Group’s current financial position, recent trading performance, forecast cash flows and the availability of banking facilities. The directors are aware of certain factors which may cast doubt upon the Group’s, ability to continue as a going concern but despite these pressures the directors remain confident the Group will continue to realise its assets and discharge its liabilities in the normal course of business and that that the Group has sufficient support and resources available to manage these uncertainties effectively.
For the year ended 31 December 2024, the Group reported a loss after tax of £1,377,509 (2023: profit £750,058) and had net liabilities of £79,284 (2023: net assets £867,926). In the period since the year end the group, faced difficult trading conditions driven by the UK economic slow-down and enhanced payroll expenditure as a result of the UK Budget of October 2024 coming into effect in April 2025. This, coupled with the rationalisation of customers, has seen a decline in turnover and profitability, resulting in reduced operating cash flows. As a consequence, Around Noon Foods Limited, breached certain financial covenants attached to its existing bank loan facilities. Despite this breach, the bank has continued to provide ongoing facilities and support; however, the bank has not yet formally agreed revised terms. The Group has received confirmation in writing from the bank that they will continue to be supported and that the loan is not currently repayable on demand, despite the breach.
The directors have prepared detailed cash flow forecasts and considered a range of sensitivities. These forecasts reflect the steps to be delivered by the business to improve trading performance, and when delivered, along with the negotiated banking terms (including covenant waiver), currently being progressed, show the ability to meet its obligations as they fall due.
The directors considers the going concern basis to remain appropriate because:
• constructive discussions with the bank are ongoing and the director expects their facilities to continue
• the director's forecasts, which include identified cost-reduction measures and expected sales pipeline improvements, indicate that the Group can generate sufficient cash flows to meet its liabilities as they fall due. This includes securing new contracts with customers to provide recurring revenue streams and implementing efficiencies throughout the production process to minimise costs.
Considering these factors collectively, the directors are confident that the Group is well-placed to navigate short-term challenges and to capitalise on future opportunities. Accordingly, the financial statements have been prepared on a going concern basis.
Forward-looking statement
The directors remain enthusiastic about the year ahead. Supported by new contracts, fostering the relationships with core customers, ongoing cost discipline, and the resilience of brand and quality product, the Group is positioned to improve financial performance and return to sustainable profitability. Management’s strategic focus remains on enhancing cash generation, delivering sustainable growth, and building long-term value for stakeholders.
For the year ended 31 December 2024, the Group reported a loss after tax of £1,377,509 (2023: profit £750,058) and had net liabilities of £79,284 (2023: net assets £867,926). In the period since the year end the group, faced difficult trading conditions driven by the UK economic slow-down and enhanced payroll expenditure as a result of the UK Budget of October 2024 coming into effect in April 2025. This, coupled with the rationalisation of customers, has seen a decline in turnover and profitability, resulting in reduced operating cash flows. As a consequence, Around Noon Foods Limited, breached certain financial covenants attached to its existing bank loan facilities. Despite this breach, the bank has continued to provide ongoing facilities and support; however, the bank has not yet formally agreed revised terms. The Group has received confirmation in writing from the bank that they will continue to be supported and that the loan is not currently repayable on demand, despite the breach.
The directors have prepared detailed cash flow forecasts and considered a range of sensitivities. These forecasts reflect the steps to be delivered by the business to improve trading performance, and when delivered, along with the negotiated banking terms (including covenant waiver), currently being progressed, show the ability to meet its obligations as they fall due.
The directors considers the going concern basis to remain appropriate because:
• constructive discussions with the bank are ongoing and the director expects their facilities to continue
• the director's forecasts, which include identified cost-reduction measures and expected sales pipeline improvements, indicate that the Group can generate sufficient cash flows to meet its liabilities as they fall due. This includes securing new contracts with customers to provide recurring revenue streams and implementing efficiencies throughout the production process to minimise costs.
Considering these factors collectively, the directors are confident that the Group is well-placed to navigate short-term challenges and to capitalise on future opportunities. Accordingly, the financial statements have been prepared on a going concern basis.
Forward-looking statement
The directors remain enthusiastic about the year ahead. Supported by new contracts, fostering the relationships with core customers, ongoing cost discipline, and the resilience of brand and quality product, the Group is positioned to improve financial performance and return to sustainable profitability. Management’s strategic focus remains on enhancing cash generation, delivering sustainable growth, and building long-term value for stakeholders.
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AROUND NOON FOODS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
Around Noon Foods Group has appointed ESG Made Easy, to independently review the assessment of its Greenhouse Gas (GHG) emissions in accordance with the UK Government’s ‘Environmental Reporting Guidelines: Including Streamlined Energy and Carbon Reporting Guidance’.
The GHG emissions have been assessed following the GHG Protocol Corporate Accounting and Reporting Standard and has used the 2024 emission conversion factors published by Department for Environment, Food and Rural Affairs (Defra) and the Department for Business, Energy & Industrial Strategy (BEIS). The assessment follows the dual-reporting approach for assessing Scope 2 emissions from electricity usage. The operational control approach has been used.
The table below summarises the GHG emissions for reporting year: 1st January 2024 to 31st December 2024.
The GHG emissions have been assessed following the GHG Protocol Corporate Accounting and Reporting Standard and has used the 2024 emission conversion factors published by Department for Environment, Food and Rural Affairs (Defra) and the Department for Business, Energy & Industrial Strategy (BEIS). The assessment follows the dual-reporting approach for assessing Scope 2 emissions from electricity usage. The operational control approach has been used.
The table below summarises the GHG emissions for reporting year: 1st January 2024 to 31st December 2024.
Emissions intensity was 9.8 tCO2e per employee, calculated as total UK Scope 1 and Scope 2 emissions divided by the average number of employees.
Energy Efficiency Actions at Around Noon Foods Limited
At Around Noon Foods Group, energy efficiency plays a central role in our commitment to responsible business operations and long-term sustainability. As a leading manufacturer in the food-to-go sector, we recognise that reducing our environmental impact is not only a regulatory expectation but also a commercial imperative aligned with customer values and stakeholder interests.
We have adopted a proactive and integrated approach to energy management across our sites and logistics operations. Our focus is on identifying practical opportunities to enhance energy performance while ensuring the continuity and quality of our food production processes.
Energy Efficiency Actions at Around Noon Foods Limited
At Around Noon Foods Group, energy efficiency plays a central role in our commitment to responsible business operations and long-term sustainability. As a leading manufacturer in the food-to-go sector, we recognise that reducing our environmental impact is not only a regulatory expectation but also a commercial imperative aligned with customer values and stakeholder interests.
We have adopted a proactive and integrated approach to energy management across our sites and logistics operations. Our focus is on identifying practical opportunities to enhance energy performance while ensuring the continuity and quality of our food production processes.
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AROUND NOON FOODS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
Operational Efficiency Measures
We have implemented a range of initiatives aimed at reducing energy usage within our operations. This includes the deployment of intelligent route-planning technology to optimise logistics, improve delivery efficiency, and reduce unnecessary fuel consumption. Through improved routing and journey consolidation, we have been able to lower emissions associated with transport without compromising service levels.
In addition, we are continually modernising our fleet by phasing in more efficient vehicle models and retiring older units. This has improved average fuel efficiency across our logistics network and forms part of our broader strategy to transition towards lower-impact transportation solutions.
Monitoring and Data-Driven Decisions
Energy consumption data is reviewed quarterly on our integrated carbon management platform, which consolidates key metrics across our operations. While we do not track real-time, the business invested in new software for quarterly lookbacks and reliably data processing so that GHG emissions can be a part of strategic decision making.
Onsite Energy and Future Planning
We are actively exploring options for onsite renewable energy generation, including solar energy, to further reduce reliance on conventional sources. All efficiency plans are assessed according to their commercial feasibility, operational requirements, and long-term carbon impact.
Governance and Forward Strategy
Energy management forms part of our wider environmental governance structure, with clear accountability embedded at both site and group levels. We are committed to continuous improvement and are currently working towards aligning our internal energy strategies with internationally recognised climate frameworks. Looking ahead, we aim to enhance transparency and broaden our disclosure capabilities in response to evolving customer and stakeholder expectations.
Around Noon Food Group approach to energy efficiency is guided by a practical, data-informed ethos that balances environmental responsibility with operational performance. By embedding energy-conscious practices into our day-to-day activities, we are laying the foundations for a more sustainable, resilient business.
We have implemented a range of initiatives aimed at reducing energy usage within our operations. This includes the deployment of intelligent route-planning technology to optimise logistics, improve delivery efficiency, and reduce unnecessary fuel consumption. Through improved routing and journey consolidation, we have been able to lower emissions associated with transport without compromising service levels.
In addition, we are continually modernising our fleet by phasing in more efficient vehicle models and retiring older units. This has improved average fuel efficiency across our logistics network and forms part of our broader strategy to transition towards lower-impact transportation solutions.
Monitoring and Data-Driven Decisions
Energy consumption data is reviewed quarterly on our integrated carbon management platform, which consolidates key metrics across our operations. While we do not track real-time, the business invested in new software for quarterly lookbacks and reliably data processing so that GHG emissions can be a part of strategic decision making.
Onsite Energy and Future Planning
We are actively exploring options for onsite renewable energy generation, including solar energy, to further reduce reliance on conventional sources. All efficiency plans are assessed according to their commercial feasibility, operational requirements, and long-term carbon impact.
Governance and Forward Strategy
Energy management forms part of our wider environmental governance structure, with clear accountability embedded at both site and group levels. We are committed to continuous improvement and are currently working towards aligning our internal energy strategies with internationally recognised climate frameworks. Looking ahead, we aim to enhance transparency and broaden our disclosure capabilities in response to evolving customer and stakeholder expectations.
Around Noon Food Group approach to energy efficiency is guided by a practical, data-informed ethos that balances environmental responsibility with operational performance. By embedding energy-conscious practices into our day-to-day activities, we are laying the foundations for a more sustainable, resilient business.
On 13 June 2025 Howard Faquhar resigned as a director and person of significant control.
The auditors, AAB Group Accountants Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
AAB Group Accountants Limited were previously known as FPM Accountants Limited.
This report was approved by the board on 19 December 2025 and signed on its behalf.
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AROUND NOON FOODS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
The directors are responsible for preparing the Group strategic report, the Directors' report and the consolidated financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Group's financial statements and then apply them consistently;
∙make judgments 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 Group 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 the Group 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 the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
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AROUND NOON FOODS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF AROUND NOON FOODS LIMITED
We have audited the financial statements of Around Noon Foods Limited (the 'Parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2024, which comprise the Consolidated statement of comprehensive income, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company 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).
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's or the Parent Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
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AROUND NOON FOODS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF AROUND NOON FOODS LIMITED (CONTINUED)
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.
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Group 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 Group 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 Group and the Parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group strategic report or the Directors' report.
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AROUND NOON FOODS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF AROUND NOON FOODS 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 Group 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:
We obtained an understanding of the legal and regulatory framework applicable to the company through enquiry of management, industry research and the application of cumulative audit knowledge. We identified the following principal laws and regulations relevant to the company – Companies Act 2006 and the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102).
We developed an understanding of the key fraud risks to the entity (including how fraud might occur), the controls in place to help mitigate those risks, and the accounts, balances and disclosures within the financial statements which may be susceptible to management bias. Our understanding was obtained through review of the financial statements for significant accounting estimates, analysis of journal entries, walkthrough of the key controls cycles in place and enquiry of management.
Our procedures to respond to those risks identified included, but were not limited to:
•Identifying and assessing the design of key controls implemented by management to prevent and detect fraud;
•Enquiry of management and those charged with governance;
•Performance of analytical procedures to identify unusual relationships which may indicate a risk of fraud or an irregularity;
•Journal entry testing - including analysis of the general ledger to identify entries deemed to represent a higher risk of fraud or error; and
•Assessment of the reasonableness of judgements made by management in accounting estimates.
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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AROUND NOON FOODS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF AROUND NOON FOODS 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 Auditors
Dromalane Mill
The Quays
Co. Down
BT35 8QS
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AROUND NOON FOODS LIMITED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
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AROUND NOON FOODS LIMITED
REGISTERED NUMBER: 10015477
CONSOLIDATED BALANCE SHEET
AS AT 31 DECEMBER 2024
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AROUND NOON FOODS LIMITED
REGISTERED NUMBER: 10015477
CONSOLIDATED BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 19 December 2025.
The notes on pages 23 to 48 form part of these financial statements.
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AROUND NOON FOODS LIMITED
REGISTERED NUMBER: 10015477
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 19 December 2025 .
The notes on pages 23 to 48 form part of these financial statements.
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AROUND NOON FOODS LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
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AROUND NOON FOODS LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
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AROUND NOON FOODS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
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AROUND NOON FOODS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
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AROUND NOON FOODS LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
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AROUND NOON FOODS LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
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AROUND NOON FOODS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Around Noon Foods Limited ("the company") is a private limited company limited by shares domiciled and incorporated in England and Wales. The registered office is Sky View, Argosy Road, East Midlands Airport Castle Donington, Derby, East Midlands, United Kingdom, DE74 2SA. The principal place of business is 24a Rampart Road, Greenbank Industrial Estate, Newry, Co. Down,Northern Ireland, BT34 2QU.
The group consists of Around Noon Foods Limited and all of its subsidiaries.
The group consists of Around Noon Foods Limited and all of its subsidiaries.
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 Group management to exercise judgment in applying the Group's accounting policies (see note 3).
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company's loss for the year was (£1,129,248) (2023: (£771,014)).
The following principal accounting policies have been applied:
In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.
Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled.
Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled.
The consolidated group financial statements consist of the financial statements of the parent company Around Noon Foods Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.
All financial statements are made up to 31 December 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
All financial statements are made up to 31 December 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Page 23
AROUND NOON FOODS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
The financial statements have been prepared on the going concern basis. In assessing whether the going concern basis remains appropriate, the directors have considered the Group’s current financial position, recent trading performance, forecast cash flows and the availability of banking facilities. The directors are aware of certain factors which may cast doubt upon the Group’s, ability to continue as a going concern but despite these pressures the directors remain confident the Group will continue to realise its assets and discharge its liabilities in the normal course of business and that that the Group has sufficient support and resources available to manage these uncertainties effectively.
For the year ended 31 December 2024, the Group reported a loss after tax of £1,377,509 (2023: profit £750,058) and had net liabilities of £79,284 (2023: net assets £867,926). In the period since the year end the group, faced difficult trading conditions driven by the UK economic slow-down and enhanced payroll expenditure as a result of the UK Budget of October 2024 coming into effect in April 2025. This, coupled with the rationalisation of customers, has seen a decline in turnover and profitability, resulting in reduced operating cash flows. As a consequence, Around Noon Foods Limited, breached certain financial covenants attached to its existing bank loan facilities. Despite this breach, the bank has continued to provide ongoing facilities and support; however, the bank has not yet formally agreed revised terms. The Group has received confirmation in writing from the bank that they will continue to be supported and that the loan is not currently repayable on demand, despite the breach.
The directors have prepared detailed cash flow forecasts and considered a range of sensitivities. These forecasts reflect the steps to be delivered by the business to improve trading performance, and when delivered, along with the negotiated banking terms (including covenant waiver), currently being progressed, show the ability to meet its obligations as they fall due.
The directors consider the going concern basis to remain appropriate because:
• constructive discussions with the bank are ongoing and the director expects their facilities to continue
• the director's forecasts, which include identified cost-reduction measures and expected sales pipeline improvements, indicate that the Group can generate sufficient cash flows to meet its liabilities as they fall due. This includes securing new contracts with customers to provide recurring revenue streams and implementing efficiencies throughout the production process to minimise costs.
Considering these factors collectively, the directors are confident that the Group is well-placed to navigate short-term challenges and to capitalise on future opportunities. Accordingly, the financial statements have been prepared on a going concern basis.
Forward-looking statement
The directors remain enthusiastic about the year ahead. Supported by new contracts, fostering the relationships with core customers, ongoing cost discipline, and the resilience of brand and quality product, the Group is positioned to improve financial performance and return to sustainable profitability. Management’s strategic focus remains on enhancing cash generation, delivering sustainable growth, and building long-term value for stakeholders.
For the year ended 31 December 2024, the Group reported a loss after tax of £1,377,509 (2023: profit £750,058) and had net liabilities of £79,284 (2023: net assets £867,926). In the period since the year end the group, faced difficult trading conditions driven by the UK economic slow-down and enhanced payroll expenditure as a result of the UK Budget of October 2024 coming into effect in April 2025. This, coupled with the rationalisation of customers, has seen a decline in turnover and profitability, resulting in reduced operating cash flows. As a consequence, Around Noon Foods Limited, breached certain financial covenants attached to its existing bank loan facilities. Despite this breach, the bank has continued to provide ongoing facilities and support; however, the bank has not yet formally agreed revised terms. The Group has received confirmation in writing from the bank that they will continue to be supported and that the loan is not currently repayable on demand, despite the breach.
The directors have prepared detailed cash flow forecasts and considered a range of sensitivities. These forecasts reflect the steps to be delivered by the business to improve trading performance, and when delivered, along with the negotiated banking terms (including covenant waiver), currently being progressed, show the ability to meet its obligations as they fall due.
The directors consider the going concern basis to remain appropriate because:
• constructive discussions with the bank are ongoing and the director expects their facilities to continue
• the director's forecasts, which include identified cost-reduction measures and expected sales pipeline improvements, indicate that the Group can generate sufficient cash flows to meet its liabilities as they fall due. This includes securing new contracts with customers to provide recurring revenue streams and implementing efficiencies throughout the production process to minimise costs.
Considering these factors collectively, the directors are confident that the Group is well-placed to navigate short-term challenges and to capitalise on future opportunities. Accordingly, the financial statements have been prepared on a going concern basis.
Forward-looking statement
The directors remain enthusiastic about the year ahead. Supported by new contracts, fostering the relationships with core customers, ongoing cost discipline, and the resilience of brand and quality product, the Group is positioned to improve financial performance and return to sustainable profitability. Management’s strategic focus remains on enhancing cash generation, delivering sustainable growth, and building long-term value for stakeholders.
Page 24
AROUND NOON FOODS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
Goodwill
Other intangible assets
Revaluations are made with sufficient regularity to ensure that the carrying amount does not differ materially from that which would be determined using fair value at the end of the balance sheet date.
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.
The estimated useful lives range as follows:
Page 25
AROUND NOON FOODS LIMITED
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.
In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
Page 26
AROUND NOON FOODS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
The Group has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102.
Page 27
AROUND NOON FOODS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
Financial instruments are recognised in the Group's Balance sheet when the Group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) 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 Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.
Other financial assets
Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.
Impairment of financial assets
At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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.
Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.
If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.
Basic financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Group after the deduction of all its liabilities.
Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for
Page 28
AROUND NOON FOODS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.
Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.
Other financial instruments
Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.
Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy.
Derecognition of financial instruments
Derecognition of financial assets
Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained.
Derecognition of financial liabilities
Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled.
Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
Page 29
AROUND NOON FOODS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits..
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits..
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
Equity-settled share-based payments are measured at fair value at the date of grant by reference to the market value of the equity instruments granted. The fair value determined and expensed to the profit and loss account at the grant date and reviewed at the balance sheet date. A corresponding adjustment is made to equity.
Page 30
AROUND NOON FOODS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
Grants of a revenue nature are recognised in the Consolidated statement of comprehensive income in the same period as the related expenditure.
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.
Page 31
AROUND NOON FOODS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Inventory Provision
The group considers the recoverability of the cost of inventory and the associated provisioning required. When calculating the inventory provision, management considers the nature and condition of the inventory, as well as applying assumptions around anticipated saleability of finished goods and future usage of raw materials.
Impairment of debtors
The group makes an estimate of the recoverable value of trade and other debtors. When assessing impairment of trade and other debtors, management considers factors including the current credit rating of the debtor, the ageing profile of debtors and historical experience.
Useful economic loves of intangible assets
The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful economic lives and residual values of the assets. The useful economic lives and residual values are re-assessed annually. They are amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and the physical condition of the assets.
Share Options Valuation
Included within non-current liabilities are amounts relating to share options which were granted by Around Noon Foods Limited to some of the group's employees. The company has valued the cost of these options at the estimated market value of the shares at the date of grant.
Impairment of goodwill and other non-current assets
Goodwill represents the excess of the cost of acquisition over the fair value of net assets acquired. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years. Goodwill is re-assessed annually for any indications of impairment and it is amended when necessary to reflect current estimates.
Intangible fixed assets other than goodwill are amortised over the expected useful life of 18 - 24 months. At each balance sheet date, the group reviews the carrying amount against what would be deemed a reasonable recoverable amount and any impairment losses are recognised.
Going Concern
The financial statements have been prepared on a going concern basis. The Directors have considered the financial position of the Group, its short-term and long-term cash requirements, liquidity position and borrowing facilities. They have also considered the Group’s business activities, income levels, current inflation pressures and other factors likely to affect its future development, performance and position. The key consideration for the directors is the availability of sufficient cash to fund the cashflow requirements of the Group as they fall due and the continued support of the Groups bankers and finance lenders.
Page 32
AROUND NOON FOODS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Page 33
AROUND NOON FOODS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Page 34
AROUND NOON FOODS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Page 35
AROUND NOON FOODS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
11.Taxation (continued)
There were no factors that may affect future tax charges.
Page 36
AROUND NOON FOODS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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AROUND NOON FOODS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Page 38
AROUND NOON FOODS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
13.Tangible fixed assets (continued)
The property at Greenbank Industrial Estate, 24a Rampart Road, Newry, Co. Down, BT34 2QU was valued on 8 November 2024 by Ivan Holmes at Holmes & Doran who revalued the freehold property at open market value of £1,250,000. The property had an original value of £730,424 and a net book value of £691,281. The company had previously been revalued in 2019 at a revalued amount of £750,000. Deferred tax in respect of this uplift in the year was £143,350.
The asset is shown at fair value less subsequent depreciation at rate of 2% straight line.
If revalued assets were stated on an historical cost basis rather than a fair value basis, the total amounts included would have been as follows, cost £730,424 (2023: £730,424), accumulated depreciation £150,846 (2023: £136 238) with a carrying value of £579,578 (2023: £594,186).
The asset is shown at fair value less subsequent depreciation at rate of 2% straight line.
If revalued assets were stated on an historical cost basis rather than a fair value basis, the total amounts included would have been as follows, cost £730,424 (2023: £730,424), accumulated depreciation £150,846 (2023: £136 238) with a carrying value of £579,578 (2023: £594,186).
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Page 39
AROUND NOON FOODS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Page 40
AROUND NOON FOODS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Page 41
AROUND NOON FOODS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Other loans relate to loan notes which are repayable in more than 1 year, with an accrued interest rate of 5%, and 7%.
Page 42
AROUND NOON FOODS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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AROUND NOON FOODS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Page 44
AROUND NOON FOODS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
During the year ended 31 December 2024, the group received capital gains of £nil (2023: £Nil) and £7,403 (2023: £7,402) was amortised to the profit and loss account. The net book value of the capital grants as at 31 December 2023 is £25,292 (2023: £32,695).
Defined contribution schemes
During the year ended 21 December 2024, a charge to the profit in loss in respect of defined contribution schemes of £320,398 (2023: £232,221) was charged to the profit and loss account.
A defined contribution scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
During the year ended 21 December 2024, a charge to the profit in loss in respect of defined contribution schemes of £320,398 (2023: £232,221) was charged to the profit and loss account.
A defined contribution scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
Page 45
AROUND NOON FOODS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
27.Other financial commitments
The group has a contingent liability to repay government grants if certain conditions are not met, but in the opinion of the directors, these circumstances are unlikely to occur.
Page 46
AROUND NOON FOODS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
At the date of signing, Mr. Gareth Chambers was the Ultimate Controlling Party by virtue of his shareholding.
Minority interest share of profit/(loss) during the year was (£83,119) (2023:£1,620), bringing total minority interest balance to (£34,303) (2023: £48,019) as at the balance sheet date.
Page 47
AROUND NOON FOODS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
The directors, on behalf of the group have entered into a Limited Liability agreement on 1 February 2025 with their auditors. The auditors liability is limited to an amount which is considered fair and reasonable. This has been disclosed in line with company's legislation.
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