Nortech Foods Limited - Limited company accounts 20.1

REGISTERED NUMBER: 01685437 (England and Wales)

Nortech Foods Limited

Strategic Report, Report of the Directors and

Audited Financial Statements for the Year Ended 31 December 2021

Page

Company Information

1

Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

5

Income Statement

8

Other Comprehensive Income

9

Balance Sheet

10

Statement of Changes in Equity

11

Cash Flow Statement

12

Notes to the Cash Flow Statement

13

Notes to the Financial Statements

14

DIRECTORS:

A R Smith

J G Braide

SECRETARY:

J G Braide

REGISTERED OFFICE:

Ings Road

Doncaster

South Yorkshire

DN5 9TL

REGISTERED NUMBER:

01685437 (England and Wales)

SENIOR STATUTORY AUDITOR:

Ian Parsons FCA

AUDITORS:

Paylings

Accountants

Statutory Auditors

No.2 Silkwood Office Park

Fryers Way

Wakefield

West Yorkshire

WF5 9TJ

BANKERS:

HSBC plc

City Office

33 Park Row

Leeds

West Yorkshire

LS1 1LD

SOLICITORS:

Ramsdens Solicitors

7 King Street

Mirfield

West Yorkshire

WF14 8AW

Business Overview

Nortech Foods Limited (Nortech) is a wholly owned subsidiary of SARIA Limited (SARIA): SARIA operates in a wide range of sectors associated with the food chain, renewable energy, and recycling.

Nortech is involved in the production and sale of animal fats for use in the fast food and baking industry primarily in the UK, and the packing of vegetable fats for sale to the same outlets and for sale to the major retailers.

The company has established a range of strategies as follows:

As the UK's largest producer, refiner and packer of edible animal and poultry fats, Nortech is well placed to provide 'added-value' markets for co-products generated from the primary meat production sector in the UK.

Nortech has a long-term strategy to reduce its exposure to the market for animal fat consumption by expanding its range of products to include white vegetable fats. In addition, the company has expanded its range of 'toll processing' for third parties to dilute the high fixed costs of operating a dedicated melting/refining/packing plant.

The principal challenge faced by the company during the period related to ongoing market difficulties brought about by the global Coronavirus pandemic, the measures brought in by the UK government to deal with the public health impact and the knock-on effects to raw material and finished product markets.

Following the re-introduction of national lockdown measures first introduced by the government in March 2020, the company experienced significant potentially adverse impacts which required the introduction of appropriate contingency measures.

The company responded to the challenges by implementing a multi-layered contingency response, ensuring the health and safety of our staff and their families were addressed in the first instance whilst also ensuring the business operations remained "COVID-safe" in line with the advice issued by UK Government.

The company also accessed funding from the Government's Job Retention Scheme to support the costs of staff furloughed due to a reduction in business operations.

Key Performance Indicators (KPIs)

As shown in the company's income statement on page 8, the company's performance has decreased to a loss of £462,055 from a profit of £494,857 in the previous period. At the year end the shareholder's funds were £1,457,527 (2020 - £1,919,582).

SARIA manages its operations on a divisional basis. For this reason, the company's directors believe that further key performance indicators for the company are not necessary or appropriate for an understanding of the development, performance, or position of the business.

Risk

With businesses active across a wide variety of sectors and operating large-scale processing operations always entails risks. Beside market developments, we are also affected by global events such as commodity market price changes driven by weather patterns; such events entail risks but also present us with new opportunities.

The Group is faced with challenges when conducting analyses and making decisions. If we do not incorporate market developments or if we evaluate them incorrectly, they may pose serious business risks. The risks affecting Nortech Foods Limited are largely dealt with on a group basis, apart from the ones highlighted below:

Business Unit/ Area

Risk

Mitigation Factor

Food manufacturing - Nortech

Market moves away from animal fats.

Expand range of vegetable-based fats to benefit from increased consumption.

Legislative changes to animal by-product categorisation

High risk moves to low risk.

Operate category 3 rendering plants to benefit from switch from Category 1 (high risk).

Low risk moves to edible co-product.

Operate edible co-product production/ trading businesses to benefit from switch from animal by-product to food status.

Health & Safety

Health & safety incidents could result in harm to the company's employees, contractors or local communities. Ensuring safety and wellbeing is an ethical obligation for the company. Poor safety records or serious accidents could have a serious impact on the company's production and reputation.

The company focuses on identifying, mitigating and managing the safety risks inherent across its operations. The company's objective is to create a safety culture through regular training and awareness campaigns for employees and contractors. The company operates a 'best practice' system of in-house training to develop an embedded health & safety culture.

Environment and Employees

The company operates in accordance with and contributes fully to group environmental policies and works within its IPPC permit with the Environment Agency.

Employee numbers are outlined on page 16 of the accounts.

The company participates in the group's policies and practices about Health and Safety at work, pension, and health care schemes. The good working relationships between Nortech, its employees and the Trade Unions continue.

Future developments

The directors anticipate that they will continue to develop the company's established activities and will closely monitor the effect of 'Brexit' on the business following the United Kingdom's withdrawal from the European Union.

ON BEHALF OF THE BOARD:

J G Braide - Secretary

29 April 2022

The directors present their report with the financial statements of the company for the year ended 31 December 2021.

DIVIDENDS

No dividends will be distributed for the year ended 31 December 2021.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2021 to the date of this report.

A R Smith

J G Braide

STATEMENT OF DIRECTORS' RESPONSIBILITIES

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

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

-	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

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

ON BEHALF OF THE BOARD:

J G Braide - Secretary

29 April 2022

Opinion

We have audited the financial statements of Nortech Foods Limited (the 'company') for the year ended 31 December 2021 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 31 December 2021 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.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

-	the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

-	adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

-	the financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of directors' remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page four, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

- reviewed the nature of the industry and sector, the control environment and business performance for the year.

- identifying the laws and regulations the company operates within and enquiring with management if they are aware of any

non compliance issues.

- discussed how and where fraud may occur with all members of the audit engagement team.

- in line with all audits under ISAs (UK) we were required to perform tests to respond to the risk of management override.

We tested the appropriateness of journal entries, evaluated the judgements made for accounting estimates to assess if any

bias, and assessed the rationale behind any significant or unusual transactions.

- reviewed directors' minutes to assess if any indications of fraud or non compliance.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Ian Parsons FCA (Senior Statutory Auditor)

for and on behalf of Paylings

Accountants

Statutory Auditors

No.2 Silkwood Office Park

Fryers Way

Wakefield

West Yorkshire

WF5 9TJ

29 April 2022

TURNOVER

3

17,765,832

19,712,226

Changes in stocks of finished goods and work in progress

(260,909

)

126,503

17,504,923

19,838,729

Other operating income

60,571

151,381

17,565,494

19,990,110

Raw materials and consumables

13,671,330

14,070,120

Other external expenses

128,101

136,212

13,799,431

14,206,332

3,766,063

5,783,778

Staff costs

4

1,807,947

2,239,611

Depreciation

130,786

144,588

Other operating expenses

2,461,164

2,799,127

4,399,897

5,183,326

OPERATING (LOSS)/PROFIT

5

(633,834

)

600,452

Interest receivable and similar income

6

2,004

7,186

(631,830

)

607,638

Interest payable and similar expenses

7

4,631

-

(LOSS)/PROFIT BEFORE TAXATION

(636,461

)

607,638

Tax on (loss)/profit

8

(174,406

)

112,781

(LOSS)/PROFIT FOR THE FINANCIAL YEAR

(462,055

)

494,857

(LOSS)/PROFIT FOR THE YEAR

(462,055

)

494,857

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

(462,055

)

494,857

FIXED ASSETS

Intangible assets

9

-

-

Tangible assets

10

632,780

679,082

632,780

679,082

CURRENT ASSETS

Stocks

11

711,059

973,809

Debtors

12

3,155,941

2,432,457

Cash at bank

30,001

24,597

3,897,001

3,430,863

CREDITORS

Amounts falling due within one year

13

3,072,254

2,190,363

NET CURRENT ASSETS

824,747

1,240,500

TOTAL ASSETS LESS CURRENT LIABILITIES

1,457,527

1,919,582

CAPITAL AND RESERVES

Called up share capital

16

10,000

10,000

Retained earnings

17

1,447,527

1,909,582

SHAREHOLDERS' FUNDS

1,457,527

1,919,582

The financial statements were approved by the Board of Directors and authorised for issue on 29 April 2022 and were signed on its behalf by:

A R Smith - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2020

10,000

1,414,725

1,424,725

Changes in equity

Total comprehensive income

-

494,857

494,857

Balance at 31 December 2020

10,000

1,909,582

1,919,582

Changes in equity

Total comprehensive income

-

(462,055

)

(462,055

)

Balance at 31 December 2021

10,000

1,447,527

1,457,527

Cash flows from operating activities

Cash generated from operations

1

92,515

334,218

Interest paid

(4,631

)

-

Tax paid

-

(113,770

)

Net cash from operating activities

87,884

220,448

Cash flows from investing activities

Purchase of tangible fixed assets

(84,484

)

(206,946

)

Interest received

2,004

7,186

Net cash from investing activities

(82,480

)

(199,760

)

Increase in cash and cash equivalents

5,404

20,688

Cash and cash equivalents at beginning of year

2

24,597

3,909

Cash and cash equivalents at end of year

2

30,001

24,597

1.	RECONCILIATION OF (LOSS)/PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2021

2020

£

£

(Loss)/profit before taxation

(636,461

)

607,638

Depreciation charges

130,786

139,311

Loss on disposal of fixed assets

-

5,277

Finance costs

4,631

-

Finance income

(2,004

)

(7,186

)

(503,048

)

745,040

Decrease/(increase) in stocks

262,750

(132,466

)

(Increase)/decrease in trade and other debtors

(549,078

)

745,798

Increase/(decrease) in trade and other creditors

881,891

(1,024,154

)

Cash generated from operations

92,515

334,218

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2021

31.12.21

1.1.21

£

£

Cash and cash equivalents

30,001

24,597

Year ended 31 December 2020

31.12.20

1.1.20

£

£

Cash and cash equivalents

24,597

3,909

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.21

Cash flow

At 31.12.21

£

£

£

Net cash

Cash at bank

24,597

5,404

30,001

24,597

5,404

30,001

Total

24,597

5,404

30,001

1.	STATUTORY INFORMATION

Nortech Foods Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Turnover

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

Turnover is recognised on the sale of goods, on despatch of those goods from our sites when the significant risks and rewards of ownership are transferred to our customers.

Turnover is recognised on the performance of services, as and when those services are carried out.

Other income arises from the recharge of operating costs incurred by an entity, where the facility of that entity is used by other group companies.

Straight recharge of costs that can be allocated directly to another group company are treated as recharges only, and the cost is passed directly to the other entity. No income is recognised in this instance.

Intangible assets

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

Patents and licences are being amortised evenly over their estimated useful life of three years.

Tangible fixed assets

Tangible fixed assets are stated at cost (or deemed cost) or valuation less accumulated depreciation and accumulated impairment losses. Cost includes costs directly attributable to making the asset capable of operating as intended.

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

life.

Plant & machinery - 10% on cost, or 50% on cost (Dolavs)

Office machinery - 20% on cost

Computer hardware & software - 33.3% on cost

Stocks

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

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits

The company contributes to the SARIA Group Pension Schemes, funded defined benefit schemes.

The above defined benefit schemes have been closed to new members. Alternative provision is made for new employees in the form of a defined contribution scheme.

The pension charge represents contributions payable to the funds in respect of the accounting period.

3.

TURNOVER

The turnover and loss (2020 - profit) before taxation are attributable to the one principal activity of the company.

An analysis of turnover by geographical market is given below:

2021

2020

£

£

United Kingdom

17,624,277

19,619,704

Europe

141,555

92,522

17,765,832

19,712,226

4.	EMPLOYEES AND DIRECTORS

2021

2020

£

£

Wages and salaries

1,502,197

1,856,351

Social security costs

146,635

185,630

Other pension costs

159,115

197,630

1,807,947

2,239,611

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

2021

2020

Office & management

4

5

Collection & processing

40

47

44

52

2021

2020

£

£

Directors' remuneration

-

-

5.	OPERATING (LOSS)/PROFIT

The operating loss (2020 - operating profit) is stated after charging/(crediting):

2021

2020

£

£

Hire of plant and machinery

44,193

49,480

Depreciation - owned assets

130,786

139,311

Loss on disposal of fixed assets

-

5,277

Auditors' remuneration

21,800

16,771

Foreign exchange differences

(10,432

)

19,671

Operating leases

39,179

37,932

6.

INTEREST RECEIVABLE AND SIMILAR INCOME

2021

2020

£

£

Intercompany interest

2,004

7,186

7.

INTEREST PAYABLE AND SIMILAR EXPENSES

2021

2020

£

£

Intercompany interest

2,310

-

Other interest

2,321

-

4,631

-

8.

TAXATION

Analysis of the tax (credit)/charge

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

2021

2020

£

£

Current tax:

UK corporation tax

-

113,770

Deferred tax:

Deferred tax

(174,406

)

2,355

Under(over) provision

-

(3,344

)

Total deferred tax

(174,406

)

(989

)

Tax on (loss)/profit

(174,406

)

112,781

Reconciliation of total tax (credit)/charge included in profit and loss

The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

2021

2020

£

£

(Loss)/profit before tax

(636,461

)

607,638

(Loss)/profit multiplied by the standard rate of corporation tax in the UK of 19% (2020 - 19%)

(120,928

)

115,451

Effects of:

Expenses not deductible for tax purposes

893

674

Change in rate from previous year

(49,737

)

(3,344

)

Superdeduction

(4,634

)

-

Total tax (credit)/charge

(174,406

)

112,781