ACCOUNTS - Final Accounts
ACCOUNTS - Final Accounts
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Registered number:
FOR THE YEAR ENDED 30 SEPTEMBER 2020
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H & B HOLDINGS LIMITED
COMPANY INFORMATION
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H & B HOLDINGS LIMITED
CONTENTS
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H & B HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2020
The directors present their strategic report, which is followed by the directors' report, together with the audited financial statements for the year ended 30 September 2020.
The principal activity of the Company is that of a holding company.
The principal activity of the Company's subsidiary undertaking is disclosed in note 11 to the accounts. The Company's principal risk relates to the performance of its subsidiary undertaking. Whilst recognising the unprecedented times in which it operates, the Group has continued to pursue its long-term strategy of diversifying its product portfolio coupled with significant investments in all aspects of the supply chain. This helps to mitigate risk to deliver a long-term sustainable business structure. Whist many parts of the economy have suffered terribly during the pandemic, the Group’s strategy of an open customer focused business model has served it particularly well. This has been further augmented by the growth in at home food consumption and the move back to big shop retailers and the explosion in online shopping. During the period, the team have been instrumental in ensuring the food supply chain in the UK was extremely robust, despite the impact of the Pandemic. Whilst the Group was able to operate as near to normal as possible, we were also able to keep our colleagues safe and well during this incredibly difficult period. Significant investment in technology and remote communication architecture served us particularly well over the last twelve months as many of the teams moved to remote working. The current reporting period has seen the business once again grow rapidly in turnover, profit, cash generation and the delivery of an enhanced asset base. Our transparent and fully integrated fresh produce supply model has had an incredibly successful year as our open transparent, direct to grower model has been proven to provide exceptional insight for our customers and our growers. This has allowed the Group to take increasing market share from its competition and has driven further and accelerated consolidation in the fresh produce market. The customer focused iterative model, aligned with our joint venture packing hub has again seen significant improvements in the service delivery for our customers and grower partners. We have invested with our joint venture partners in a second packing facility that was delivered on time and on budget. This second facility is already reaching capacity, another example of how effective the model has become. Additionally, our customers are increasingly looking for innovation in their supply of fresh produce and the Group continues to give customer focused insight to its sister companies associated with core agriculture. This has provided the Group with significant points of difference within the UK fresh produce market in varietal innovation, integrated farming techniques and international joint ventures. Whilst risk is ever present in the markets and countries that the Group operates, we undertake continuous analysis of said risk and implement iterative processes to mitigate this. It is evident as previously stated that the portfolio of companies and our intrinsic values have proven to be intimately aligned with our customers and have served us incredibly well in a very challenging period. Whilst compiling this report Coronavirus has had no significant impact on the Group’s activities. Demand for our services over the period have increased rapidly and this has continued post the year end and as of writing this report we continue to experience this. As always, our extremely talented management team is closely monitoring the situation and will act accordingly to mitigate any potential change in market conditions.
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H & B HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2020
The Group has grown significantly in the period and its continued evolution is above the plan set by the board and this rate of growth continues post year end. The Group’s financial position is very robust with excellent backing from the shareholders and financial institutions. the Group continues to be run by a talented, focussed, and dedicated team of management who continue to deliver exceptional performance. We are extremely positive about how the Group is positioned and that the current performance and outlook for the future remains very encouraging.
The Company's financial instruments principally comprise of cash at bank and inter-company loans, the main purpose of which is to finance the Company and its subsidiary undertaking's operations. In addition, the Company has various other financial assets and liabilities such as trade debtors and creditors arising directly from operations. It is, and has been throughout the period under review, the Company's policy that no trading in financial instruments shall be undertaken.
The main risks arising from the Company's financial instruments are liquidity and credit risk. The Board reviews and agrees policies for managing each of these risks and they are summarised below. These policies have remained unchanged throughout the period. Liquidity risk The Company manages its borrowings requirements to ensure the Company has sufficient liquid resources to meet the operating needs of the business. Credit risk The recipients of all loans, including group undertakings, are subject to credit verification procedures by the Board. Debtors are reviewed on a regular basis and provisions are made for doubtful debts when necessary.
Section 172 Companies Act 2006 Statement
The directors consider that the decisions taken during the financial year comply with the requirements of s172(1) of the Companies Act 2006.
The success of our Company is dependent on the support of all our stakeholders. It is imperative that our stakeholders share and live our values, working towards our goals to deliver long-term sustainable success for the Company.
The Company engages iteratively with individual stakeholders as well as other sister businesses in the Group. The strategy for the Company is consistent throughout and is widely publicised at each of the business operating sites and features in all Company communication. It is important that the decision-making process is delegated to the team leaders coupled with a governance framework that keeps the individual leadership teams mindful of the long-term view and consistent with our values. The directors of the Company are mindful of the impact their decision may have on all our stakeholders and the consequent actions that are undertaken. The Company has individual management and board meetings where applicable. These teams then report into the Company board either via their Company board director or via other stakeholders who regularly report to this board. The board is well informed about the views of our stakeholders through many communication structures and uses this information to access the impact of the board decisions on each stakeholder company. The key stakeholders in the Company and how we engage with them is detailed in the directors' report.
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H & B HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2020
The key performance indicators of the Company is based on the results and carrying value of its investment in subsidiary undertakings. The subsidiary undertakings continue to perform strongly as per the business review above.
This report was approved by the board on 29 June 2021 and signed on its behalf.
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H & B HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2020
The directors present their report and the financial statements for the year ended 30 September 2020.
The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with 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 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 for the Company'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 Company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The profit for the year, after taxation, amounted to £2,494,356 (2019 -loss £1,570).
The directors proposed and paid a dividend of £2,500,000 (2019 - £Nil) during the year.
The directors have highlighted in the strategic report on pages 1 and 2, a review of the current year results, future outlook expectations, risks and key performance indicators for the Company.
The directors who served during the year were:
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H & B HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2020
We build strong long-term relationships with our customers and when possible, spend considerable time with them to listen to their needs, demands and views so that we can continually improve our business models. It is essential that our customers’ needs are intrinsic to the business models that operate through the Group as this is integral to evolve the long-term sustainable business we continually aspire to be. The nature of our business models mean that we see both the end consumer and our suppliers as equal and opposite ends of our supply chain. Consequently, they are all customers.
Communities
Operating responsibly and consequently engaging with and being part of the communities in which we operate is a fundamental part of our business values. As part of our commitment to reduce the food waste in our supply chains, we have donated 2 million portions of potential food waste to the FareShare charity to help support less fortunate members of our communities. In addition, we have supported 4 local charities with 16,000 portions of fruit, donated to cancer charities and the NHS and supported the child poverty taskforce in addition to the homeless at Christmas. Environmental impact Wherever possible we are reducing our environmental impact as our commitment to champions 12.3 and because it is the responsible thing to do. Many of these initiatives are now gaining significant momentum. We are committed to some very stretching targets, and we have measured our impact against these and have achieved some remarkable success albeit there is still much to do. As of now we have removed 445,000 kg of packaging from our supply chain, reduced our waste by 200,000 kgs and moved to 100% renewable energy via REGO certificates. Development and inclusion We consistently work towards delivering a supply chain where trust and transparency are constantly improved. The shareholders and stakeholders are implicit in their support of our ethical trade and human rights strategy and have evolved and are proud of our public commitment and statements around our zero-tolerance approach to modern slavery in all its forms. We are stronger together business partners, FNET members and our supply base is 100% SEDEX audited. Operating Responsibly We monitor all the Group’s activity to ensure we operate responsibly. This is aligned with the three pillars that are at the core of our values. Product: We must moderate and improve the impact our product has within its supply chain by eradicating waste, removing all unnecessary packaging, and ensuring our supply chains are safe and ethical. Planet: We must work towards a zero-carbon future and be net zero by 2030. Additionally, soil and water are the building blocks of life on our planet, and it is essential we optimise water usage efficiency and promote soil health. Where possible we evolve to low carbon precision production systems and maximise the yield for every metre of the planet we use, coupled with the lowest impact possible. People: We support healthy eating in all our communities and encourage the team to be healthy and happier. We must nurture new talent and provide support and skills development. All the team should share in our success and be rewarded accordingly. This is underpinned by being ethical and transparent throughout the Group activities or simply put, operating responsibly.
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H & B HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2020
There have been no significant events affecting the Company since the year end.
The auditors, Simmons Gainsford LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board on
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H & B HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF H & B HOLDINGS LIMITED
We have audited the financial statements of H & B Holdings Limited (the 'Company') for the year ended 30 September 2020, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where:
∙the directors' use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or
∙the directors have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the Company's ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue.
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H & B HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF H & B HOLDINGS LIMITED (CONTINUED)
The directors are responsible for the other information. The other information comprises the information included in the Annual Report, other than the financial statements and our Auditors' Report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
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 there is a material misstatement in the financial statements or a material misstatement of the other information. 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 Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.
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H & B HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF H & B HOLDINGS LIMITED (CONTINUED)
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
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.
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
7-10 Chandos Street
W1G 9DQ
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H & B HOLDINGS LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2020
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H & B HOLDINGS LIMITED
REGISTERED NUMBER: 06897309
BALANCE SHEET
AS AT 30 SEPTEMBER 2020
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 13 to 22 form part of these financial statements.
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H & B HOLDINGS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2020
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H & B HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2020
The company is a private company limited by shares, and is incorporated in England and Wales. The address of its registered office is 4th Floor, 7/10 Chandos Street, London, W1G 9DQ. The principal trading address is 57-63 Church Road, Wimbledon, London, SW19 5SB.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies.
The following principal accounting policies have been applied:
The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
∙the requirements of Section 7 Statement of Cash Flows;
∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.
This information is included in the consolidated financial statements of Terradace Holdings Limited as at 30 September 2020 and these financial statements may be obtained from 4th Floor, 7/10 Chandos Street, London, W1G 9DQ.
The Company is a parent Company that is also a subsidiary included in the consolidated financial statements of its immediate parent undertaking established under the law of an EEA state and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.
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H & B HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2020
2.Accounting policies (continued)
At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.
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.
The estimated useful lives range as follows:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
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H & B HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2020
2.Accounting policies (continued)
The Company enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, finance leases, and loans from related parties.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts debtors and creditors, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade creditors or debtors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration, expected to be paid or received. However if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or financed at a rate of interest that is not a market rate or in case of an out-right short-term loan not at market rate, the financial asset or liability is measured, initially, at the present value of the future cash flow discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost. Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Profit and loss account. For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract. For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate, which is an approximation of the amount that the Company would receive for the asset if it were to be sold at the balance sheet date. Financial assets and liabilities are offset and the net amount reported in the Balance sheet when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously. Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity. Financial liabilities and equity instruments are classified according to the substance of the financial instrument's contractual obligations, rather than the financial instrument's legal form.
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H & B HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2020
2.Accounting policies (continued)
Financial liabilities, including trade and other payables, bank loans, loans from fellow group companies, are initially measured at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest rate method.
A liability is derecognised when the contract that gives rise to it is settled, sold, cancelled or expires. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company. Provisions are charged as an expense to profit or loss in the year that the Company becomes aware of the obligation, and are measured at the best estimate at the Balance Sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties. When payments are eventually made, they are charged to the provision carried in the Balance Sheet.
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H & B HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2020
Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
The company makes estimates and assumptions concerning the future. Actual results may differ from these estimates. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods. The directors consider there to be no significant areas of judgments or key sources of estimation uncertainty.
The total turnover of the company for the year has been derived from the rendering of services as per its principal activity.
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H & B HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2020
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H & B HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2020
8.Taxation (continued)
On 3 March 2021, the Government announced an increase in the rate of corporation tax to 25% from 1 April 2023 on all profits when they exceed £250,000 and this change in rate was enacted on 10 June 2021. The effect of this change on the net deferred tax balances carried forward will not be material for the financial statements.
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H & B HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2020
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H & B HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2020
At the balance sheet date the company had entered into a group bank cross guarantee in respect of loans and overdrafts.
At the balance sheet date the total contingent liability attributable to the company amounted to £830,012 (2019 - £872,325).
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H & B HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2020
Terradace Holdings Limited is considered to be the company's immediate and ultimate parent undertaking in both the current and prior year.
P Beaumont is considered to be the ultimate controlling party by virtue of his shareholding in Terradace Holdings Limited during the current and prior year. The results of the company are only included within the consolidated accounts of Terradace Holdings Limited which are available to the public and may be obtained from 4th Floor, 7/10 Chandos Street, London, W1G 9DQ.
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