ACCOUNTS - Final Accounts


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Registered number: 02508638









FENMARC PRODUCE LIMITED

ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 24 JUNE 2023






































Whitings LLP
Chartered Accountants
Fenland House
15B Hostmoor Avenue
March
Cambridgeshire
PE15 OAX

 
FENMARC PRODUCE LIMITED
 
 
COMPANY INFORMATION


Directors
Mark Harrod 
Malcolm Walton 
Phil Beckett 
Hayley Wilson 
Jim Waller (appointed 15 February 2023)
Jen Winkworth (appointed 1 October 2023)




Registered number
02508638



Registered office
178 Gosmoor Lane
Elm

Wisbech

Cambridgeshire

PE14 0EG




Independent auditors
Whitings LLP
Chartered Accountants & Statutory Auditor

Fenland House

15B Hostmoor Avenue

March

Cambridgeshire

PE15 OAX




Bankers
Santander UK Plc
Santander House

AHMG83

201 Grafton Gate East

Milton Keynes

MK9 1AN





HSBC UK Bank plc

4th Floor

3 Temple Quay

Bristol

BS1 6DZ





 
FENMARC PRODUCE LIMITED
 

CONTENTS



Page
Strategic report
1 - 2
Directors' report
3 - 5
Independent auditors' report
6 - 9
Statement of comprehensive income
10
Balance sheet
11 - 12
Statement of changes in equity
13 - 14
Notes to the financial statements
15 - 31

 
FENMARC PRODUCE LIMITED
 
 
STRATEGIC REPORT
FOR THE PERIOD ENDED 24 JUNE 2023



Business review
 
We described last year as tough, and this year has been no different. Whilst pre-tax profits are an improvement on last year, they still remain subdued when compared to prior years. The continuing challenges of high inflation and crop availability remain, and this year were joined by significant hikes in interest rates. As a business and as individuals we are agile, and we react to situations positively, but the onslaught of these challenges has been relentless. The rising costs throughout the supply chain have made us even more alert and responsive. We are thankful that our trusted customer relationships allowed us to recover most of this inflation impact: these relationships have been more important than ever in order to help protect us. The scale of the challenge is evident, with year on year % sales growth close to double digit, but our volumes pretty flat.
As is the case in most years, we managed product volume increases and decreases, new product introductions and delisting’s with great skill in order to deliver customer service levels of close to 99%, despite all of the challenges thrown at us. We also managed the margin impacts of these volume shifts pretty well. There were some significant changes in our customer base, with one new customer onboarded and another relationship paused. Looking up the supply chain, in the same way that our customers have been supportive of us, we’ve supported our suppliers with sustainable prices. However, our recovery of inflation has not matched our input inflation, mainly because of the lag time between accepting and passing on cost. 
Despite all of these headwinds, we continue to invest in our people and creating a safe, positive workplace for everyone. We continue to pay the Living Wage which increased by over 10% this year, but our colleagues work hard and deserve their reward. Colleague safety remains our number one priority with our constant message – nothing we do at work is worth getting hurt for. The introduction of improved near miss reporting has helped this culture with all our colleagues being alert to what could lead to an accident rather than simply reporting what has happened. We have also increased the size of some of our teams in order to support our growing and increasingly complex business, with particular focus on training, sustainability and commercial. 
Our historic investments in technology and efficiency have been substantial and therefore our level of investment in FY23 did reduce when compared to previous years, but this still amounted to over £1.7m. This was focussed on replacement and efficiency projects, enabling us to continue making the best use of our factory space, maximising productivity, and to be as flexible as the business demands. Our investments are made with the aim of future-proofing the Company as much as possible, and this helped to improve our profitability for FY23. However, we still owe money on many of our investments, and therefore we saw a material increase in interest payments on the money we have borrowed as a consequence of rising interest rates. 
Sustainability is growing in importance for us as a Company and as individuals. We really want to do the right thing. We have a clear plan focussed around three key areas – Climate; Commodity; and Community. Our £1m investment in ground based solar panels continues, but has hit issues on planning consent. This has moved timings back more than we would have wanted, but we’ll keep on pushing to make this happen as soon as we can. We aim to have zero carbon emissions by 2027 (scope 1 & 2) and we are working hard all the way through our supply chain to be the best that we can be. 
In summary, this year has been a rough ride, but we’ve managed to stay in the saddle, and we are optimistic that we have everything in place for the Company to continue to thrive and grow. We need to be prudent and focussed on spending money because of the cost of borrowing, but that won’t stop us investing in the right things for the Company to make us better.

Page 1

 
FENMARC PRODUCE LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 24 JUNE 2023

Principal risks and uncertainties
 
Our core business is the sourcing and supply of fresh produce. It’s an extremely competitive and fast moving sector, especially when it comes to price, quality and availability, and of course we’re always at the mercy of the weather which can seriously affect supply and demand.
How do we mitigate the risks? First of all by having talented people – we’re proud to have really skilled, motivated individuals working throughout the Company. We’re good at communicating too, constantly in touch with our customers on one side, and our suppliers on the other to make sure we deliver great quality produce on time and at the best possible price. And we’ve got a strong track record. We know the produce sector inside out, we’ve traded in it for many years, it’s what we do.

Financial key performance indicators
 
We measure how well the Company is performing, and how successfully it’s achieving objectives, by monitoring turnover, gross profit, net profit and net worth.
Directors' statement of compliance with duty to promote the success of the Company
 
Our responsibility as a Board is to act always in the best interests of the Company; we’re legally bound by Section 172 of the Companies Act 2006 to do that. We must make decisions that we believe are right for the Company’s members and stakeholders now and in the longer term, and that are right also for the environment.
You can find out how we fulfil this responsibility in the Directors’ Report.


This report was approved by the board and signed on its behalf.



................................................
Mark Harrod
Director

Date: 19 March 2024
Page 2

 
FENMARC PRODUCE LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE PERIOD ENDED 24 JUNE 2023

Read on for the directors’ report and financial statements for the period ended 24th June 2023. But first, the law requires us to make a ‘directors’ responsibilities statement’. Here goes…

The directors present their report and the financial statements for the period ended 24 June 2023.

Directors' responsibilities statement

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 2006They 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.

Principal activity

So, what does the Company do? We are the cutting edge, cutting veg people. What this means is that our principal activities are the packaging and further processing of fresh and prepared produce.

Results and dividends

The profit for the period, after taxation, amounted to £618 thousand (2022 - £289 thousand).

A dividend of £140 thousand was paid, an increase on the £70 thousand paid in 2022.
Page 3

 
FENMARC PRODUCE LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 24 JUNE 2023


Directors

The directors who served during the period were:

Mark Harrod 
Malcolm Walton 
Phil Beckett 
Hayley Wilson 
Jim Waller (appointed 15 February 2023)

Environmental policy

We take extreme care to minimise any adverse impact on the environment caused by the work we do, while of course keeping in mind health, safety and economic issues. The Company has complied with all applicable legislation and regulations.

Future developments

We’re confident that the business is in a strong position to increase sales and profitability going forward. We have talented, hardworking people working for us, and the right facilities and investment opportunities are in place for improvement to happen.

Our Colleagues and Community

Our people are at the heart of what we do, and they are key to our success. The contribution every colleague makes is valued and appreciated.
Those aren’t just words. Our equal opportunity policy applies from initial recruitment, through training and career development, appraisal and promotion, right up to retirement. It goes without saying that we communicate clearly and regularly with everyone through regular briefings and ‘listening groups’ where colleagues can share ideas and suggestions. 
We provide an environment where people can work without discrimination, harassment and victimisation, and where colleagues are treated equally. We always give full and fair consideration to recruiting people with disability, and enable rewarding careers through training and assistance where necessary. If an individual becomes disabled while working for us, we do everything we can to help them retrain for alternative work, should that be necessary. 
We support local communities and charities financially and with product donations. And if colleagues are raising funds for charity, we are of course happy to support them.

Engagement with suppliers, customers and others

Healthy relationships throughout the supply chain, based on openness and absolute integrity, are of course vital in any business. 
At one end, we work collaboratively with retail customers to deliver consistently high quality, good value, excellent service and strong innovation. We know they value this approach. At the other end, we nurture relationships with growers/suppliers of raw materials, and essential goods and services. We build relationships with people and businesses that are expert in their field so that we can provide customers with year round availability at prices that work for everyone. 

Page 4

 
FENMARC PRODUCE LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 24 JUNE 2023

Greenhouse gas emissions, energy consumption and energy efficiency action

We’re proud of our green record. We’ve been using 100% renewable electricity since October 2020 which meant that greenhouse gas emissions from electricity for the year were zero (FY22 zero). 
The figures for FY22 have been re-stated based on our financial year, they were previously based on an April-March reporting period in line with OFGEM reporting. 
                                                                                               
FY23     FY22 (re-stated) 
Scope 1 CO2 emissions (tonnes)                      91.50   158.20 
Scope 2 CO2 emissions (tonnes)                                     -                    - 
Total CO2 emissions (tonnes)                       91.50   158.20 
Energy consumption (MWh)                       2129       2185 
Kg of CO2 per tonne sold                         4.25       7.40

In this past year we have actively engaged our customers and driven plastic saving initiatives. We have reduced the gauge of flexible plastics in the product we supply and furthermore challenged market norms by introducing flexible plastic formats in the place of rigid plastics. We’re proud to have delivered a 18% total plastic reduction compared to the previous year.



Disclosure of information to auditors (we finish with another bit of legal detail...)

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Auditors

The auditorsWhitings LLPwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 


................................................
Mark Harrod
Director

Date: 19 March 2024
Page 5

 
FENMARC PRODUCE LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FENMARC PRODUCE LIMITED
 

Opinion


We have audited the financial statements of Fenmarc Produce Limited (the 'Company') for the period ended 24 June 2023, 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 policiesThe 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 24 June 2023 and of its profit for the period 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 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.


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.


Page 6

 
FENMARC PRODUCE LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FENMARC PRODUCE LIMITED (CONTINUED)


Other information


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.


Opinion 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 Directors' report for the financial period 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.


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 Directors' report.


We have nothing to report in respect of the following matters in relation to which 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 Directors' responsibilities statement set out on page 3, 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 is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


In preparing the financial statements, the 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.


Page 7

 
FENMARC PRODUCE LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FENMARC PRODUCE LIMITED (CONTINUED)


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


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

• Enquiry of management around actual and potential litigation and claims;
• Reviewing financial statement disclosures and testing supporting documentation to assess compliance with     applicable laws and regulations;
• Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, and reviewing accounting estimates for bias; and
• We focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the Company, including health & safety, food hygiene, employment  and other operating issues.


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance.  The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' report.
Page 8

 
FENMARC PRODUCE LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FENMARC PRODUCE LIMITED (CONTINUED)


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 2006Our 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.





Andrew R Band FCA (Senior statutory auditor)
for and on behalf of
Whitings LLP
Chartered Accountants & Statutory Auditor
Fenland House
15B Hostmoor Avenue
March
Cambridgeshire
PE15 OAX

20 March 2024
Page 9

 
FENMARC PRODUCE LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 24 JUNE 2023

2023
2022
Note
£000
£000

  

Turnover
 4 
52,241
47,898

Cost of sales
  
(39,075)
(36,576)

Gross profit
  
13,166
11,322

Administrative expenses
  
(12,031)
(10,715)

Operating profit
  
1,135
607

Interest payable and similar expenses
 8 
(602)
(258)

Profit before tax
  
533
349

Tax on profit
 9 
85
(60)

Profit for the financial period
  
618
289

Other comprehensive income for the period
  

Total comprehensive income for the period
  
618
289

There were no recognised gains and losses for 2023 or 2022 other than those included in the statement of comprehensive income.

The notes on pages 15 to 31 form part of these financial statements.
Page 10

 
FENMARC PRODUCE LIMITED
REGISTERED NUMBER: 02508638

BALANCE SHEET
AS AT 24 JUNE 2023

24 June
25 June
2023
2022
Note
£000
£000

Fixed assets
  

Tangible assets
 10 
9,931
9,542

  
9,931
9,542

Current assets
  

Stocks
 11 
932
945

Debtors: amounts falling due within one year
 12 
14,041
15,004

Cash at bank and in hand
 13 
154
110

  
15,127
16,059

Creditors: amounts falling due within one year
 14 
(11,039)
(13,664)

Net current assets
  
 
 
4,088
 
 
2,395

Total assets less current liabilities
  
14,019
11,937

Creditors: amounts falling due after more than one year
 15 
(6,012)
(4,323)

Provisions for liabilities
  

Deferred tax
 18 
(767)
(852)

  
 
 
(767)
 
 
(852)

Net assets
  
7,240
6,762

Page 11

 
FENMARC PRODUCE LIMITED
REGISTERED NUMBER: 02508638
    
BALANCE SHEET (CONTINUED)
AS AT 24 JUNE 2023

24 June
25 June
2023
2022
Note
£000
£000

Capital and reserves
  

Called up share capital 
 19 
1,107
1,107

Share premium account
 20 
3
3

Other reserves
 20 
1,491
1,491

Profit and loss account
 20 
4,639
4,161

  
7,240
6,762


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




................................................
Mark Harrod
Director

Date: 19 March 2024

The notes on pages 15 to 31 form part of these financial statements.
Page 12

 
FENMARC PRODUCE LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 24 JUNE 2023


Called up share capital
Share premium account
Other reserves
Profit and loss account
Total equity

£000
£000
£000
£000
£000

At 26 June 2022
1,107
3
1,491
4,161
6,762


Comprehensive income for the period

Profit for the period

-
-
-
618
618


Other comprehensive income for the period
-
-
-
-
-


Total comprehensive income for the period
-
-
-
618
618


Contributions by and distributions to owners

Dividends: Equity capital
-
-
-
(140)
(140)


Total transactions with owners
-
-
-
(140)
(140)


At 24 June 2023
1,107
3
1,491
4,639
7,240


The notes on pages 15 to 31 form part of these financial statements.
Page 13

 
FENMARC PRODUCE LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 25 JUNE 2022


Called up share capital
Share premium account
Other reserves
Profit and loss account
Total equity

£000
£000
£000
£000
£000

At 26 June 2021
1,107
3
1,491
3,942
6,543


Comprehensive income for the period

Profit for the period

-
-
-
289
289


Other comprehensive income for the period
-
-
-
-
-


Total comprehensive income for the period
-
-
-
289
289


Contributions by and distributions to owners

Dividends: Equity capital
-
-
-
(70)
(70)


Total transactions with owners
-
-
-
(70)
(70)


At 25 June 2022
1,107
3
1,491
4,161
6,762


The notes on pages 15 to 31 form part of these financial statements.
Page 14

 
FENMARC PRODUCE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 24 JUNE 2023

1.


General information

Fenmarc Produce Limited is a company limited by shares and incorporated and domiciled in the UK. The registered number is 02508638 and the registered address is 178 Gosmoor Lane, Elm, Wisbech, Cambridgeshire, PE14 0EG.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

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 presentation currency of these financial statements is sterling. All amounts within the financial
statements have been rounded to the nearest £1,000.
The Company's accounting reference date is 30 June. Financial statements are drawn up for a
52-week period ending within seven days of the accounting reference date, at which time a 53-week
period is used.
The Company's ultimate parent undertaking, Fenmarc Holdings Limited, includes the Company in
its consolidated financial statements. The consolidated financial statement of Fenmarc Holdings
Limited are prepared in accordance with FRS 102 and are available to the public and may be
obtained from the address given on the company information page. In these financial statements,
the Company is considered to be a qualifying entity (for the purposes of this FRS) and has applied
the exemptions available under FRS 102 in respect of the following disclosures;
-Reconciliation of the number of shares outstanding from the beginning to end of the period;
-Cash Flow Statement and related notes; and
-Key Management Personnel compensation.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

Page 15

 
FENMARC PRODUCE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 24 JUNE 2023

2.Accounting policies (continued)

 
2.2

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the Company has transferred the significant risks and rewards of ownership to the buyer;
the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

 
2.3

Operating leases: the Company as lessee

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

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.4

Leased assets: the Company as lessee

Assets obtained under hire purchase contracts and finance leases are capitalised as tangible fixed assets. Assets acquired by finance lease are depreciated over the shorter of the lease term and their useful lives. Assets acquired by hire purchase are depreciated over their useful lives. Finance leases are those where substantially all of the benefits and risks of ownership are assumed by the company. Obligations under such agreements are included in creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to profit or loss so as to produce a constant periodic rate of charge on the net obligation outstanding in each period.

 
2.5

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.6

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.7

Borrowing costs

All borrowing costs are recognised in profit or loss in the period in which they are incurred.

Page 16

 
FENMARC PRODUCE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 24 JUNE 2023

2.Accounting policies (continued)

 
2.8

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Company in independently administered funds.

 
2.9

Current and deferred taxation

The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

 
2.10

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

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.

Page 17

 
FENMARC PRODUCE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 24 JUNE 2023

2.Accounting policies (continued)


2.10
Tangible fixed assets (continued)

Land is not depreciated. Depreciation on other assets 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:

Freehold property
-
10 to 20 years
Plant and machinery
-
3 to 10 years
Office/computer equipment
-
2 to 5 years

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.

 
2.11

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a standard cost basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.12

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.13

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.14

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

Page 18

 
FENMARC PRODUCE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 24 JUNE 2023

2.Accounting policies (continued)

 
2.15

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

 
2.16

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

The Company 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.

Financial instruments are recognised in the Company's Balance sheet when the Company 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 receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument 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.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Page 19

 
FENMARC PRODUCE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 24 JUNE 2023

2.Accounting policies (continued)


2.16
Financial instruments (continued)

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables 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.

 
2.17

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.


3.


Judgments in applying accounting policies and key sources of estimation uncertainty

Preparation of the financial statements requires management to make significant judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are based on historical experience and other relevant factors. In some cases, actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of revision and future periods where the revision affects both current and future periods. 
The residual values, useful lives and depreciation methods of fixed assets are estimated by management, drawing on their accumulated knowledge and experience of the business. These are reviewed regularly and adjusted prospectively if appropriate if there is an indication of a significant change since the last reporting date.
The Company trades in perishable food and as a result it is necessary to consider the recoverability of the cost of stock and the associated provisioning required. When calculating stock provision, management considers the nature and condition of the stock along with applying assumptions around anticipated saleability of the perishable food.


4.


Turnover

Turnover represents the amounts derived from the provision of goods after deduction of value added tax. The turnover and profits are entirely attributable to the Company's main activity of packaging and further processing of fresh and prepared produce. All turnover is derived from activities undertaken in the United Kingdom. Any discounts are presented within turnover in the Profit & Loss Account.

All turnover arose within the United Kingdom.

Page 20

 
FENMARC PRODUCE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 24 JUNE 2023

5.


Auditors' remuneration

During the period, the Company obtained the following services from the Company's auditors and their associates:


2023
2022
£000
£000

Fees payable to the Company's auditors and their associates for the audit of the Company's financial statements
14
10


6.


Employees

Staff costs, including directors' remuneration, were as follows:


2023
2022
£000
£000

Wages and salaries
9,284
7,990

Social security costs
893
755

Cost of defined contribution scheme
253
206

10,430
8,951


The average monthly number of employees, including the directors, during the period was as follows:


        2023
        2022
            No.
            No.







Directors
4
5



Other salaried staff
70
60



Non-salaried staff
237
214

311
279

Page 21

 
FENMARC PRODUCE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 24 JUNE 2023

7.


Directors' remuneration

2023
2022
£000
£000

Directors' emoluments
394
446

Company contributions to defined contribution pension schemes
75
59

469
505


During the period retirement benefits were accruing to 4 directors (2022 - 4) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £117 thousand (2022 - £136 thousand).

The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £36 thousand (2022 - £19 thousand).


8.


Interest payable and similar expenses

2023
2022
£000
£000


Bank interest payable
381
166

Finance leases and hire purchase contracts
221
92

602
258

Page 22

 
FENMARC PRODUCE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 24 JUNE 2023

9.


Taxation


2023
2022
£000
£000

Corporation tax


Adjustments in respect of previous periods
-
(52)


-
(52)


Total current tax
-
(52)

Deferred tax


Origination and reversal of timing differences
(72)
85

Changes to tax rates
(13)
27

Total deferred tax
(85)
112


Taxation on (loss)/profit on ordinary activities
(85)
60

Factors affecting tax charge for the period

The tax assessed for the period is lower than (2022 - lower than) the standard rate of corporation tax in the UK of 20.4467% (2022 - 19%). The differences are explained below:

2023
2022
£000
£000


Profit on ordinary activities before tax
533
349


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 20.4467% (2022 - 19%)
109
66

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
39
46

Other timing differences leading to an increase (decrease) in taxation
(68)
(8)

130% super deduction
(152)
(71)

Effect of change of rate used for deferred tax
(13)
27

Total tax charge for the period
(85)
60

Page 23

 
FENMARC PRODUCE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 24 JUNE 2023
 
9.Taxation (continued)


Factors that may affect future tax charges

Tax losses of approximately £3m are available for carry forward to be set against future taxable profits.


10.


Tangible fixed assets







Freehold property
Plant and machinery
Office equipment
Assets under construction
Total

£000
£000
£000
£000
£000



Cost or valuation


At 26 June 2022
3,917
9,960
306
2,401
16,584


Additions
72
135
6
1,490
1,703


Disposals
(21)
(511)
-
-
(532)


Transfers between classes
-
3,085
-
(3,085)
-



At 24 June 2023

3,968
12,669
312
806
17,755



Depreciation


At 26 June 2022
1,656
5,106
280
-
7,042


Charge for the period on owned assets
160
1,133
10
-
1,303


Disposals
(14)
(507)
-
-
(521)



At 24 June 2023

1,802
5,732
290
-
7,824



Net book value



At 24 June 2023
2,166
6,937
22
806
9,931



At 25 June 2022
2,261
4,854
26
2,401
9,542

The net book value of assets held under finance leases or hire purchase contracts, included above, are £4,767k (2022: £4,542k).  Depreciation of £785k (2022: £931k) was charged on these assets during the year. 

Page 24

 
FENMARC PRODUCE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 24 JUNE 2023

11.


Stocks

24 June
25 June
2023
2022
£000
£000

Raw materials
290
293

Packaging
248
311

Other
394
341

932
945



12.


Debtors

24 June
25 June
2023
2022
£000
£000


Trade debtors
6,357
6,262

Amounts owed by group undertakings
3,885
4,545

Other debtors
3,378
3,612

Prepayments and accrued income
421
585

14,041
15,004



13.


Cash and cash equivalents

24 June
25 June
2023
2022
£000
£000



Cash at bank and in hand
155
111

155
111

Page 25

 
FENMARC PRODUCE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 24 JUNE 2023

14.


Creditors: Amounts falling due within one year

24 June
25 June
2023
2022
£000
£000

Bank loans
3,819
5,262

Trade creditors
4,699
6,067

Amounts owed to related undertakings
163
163

Other taxation and social security
221
201

Obligations under finance lease and hire purchase contracts
1,367
1,241

Other creditors
129
110

Accruals and deferred income
641
620

11,039
13,664


The following liabilities were secured:

24 June
25 June
2023
2022
£000
£000



Invoice discounting facility
3,736
4,862

Bank term loan
83
400

Obligations under finance lease and hire purchase contracts
1,367
1,241

5,186
6,503

Details of security provided:

The invoice discounting facility is secured against the sales ledger debtors. The finance lease liabilities are secured against the asset to which they relate. The term loan is secured against the land and buildings within the Group.

Page 26

 
FENMARC PRODUCE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 24 JUNE 2023

15.


Creditors: Amounts falling due after more than one year

24 June
25 June
2023
2022
£000
£000

Bank loans
2,740
1,827

Net obligations under finance leases and hire purchase contracts
3,272
2,496

6,012
4,323


The following liabilities were secured:

24 June
25 June
2023
2022
£000
£000



Bank term loan
2,740
1,827

Net obligations under finance leases and hire purchase contract
3,272
2,496

6,012
4,323

Details of security provided:

The finance lease liabilities are secured against the asset to which they relate. The term loan is secured against the land and buildings within the Group.

Page 27

 
FENMARC PRODUCE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 24 JUNE 2023

16.


Loans

Bank loans bear interest between 1.8% and 2% over base. All are repayable by instalments and the terms of repayment are shown below.
 



Analysis of the maturity of loans is given below:


24 June
25 June
2023
2022
£000
£000

Amounts falling due within one year

Bank loans
3,819
5,262


3,819
5,262

Amounts falling due 1-5 years

Bank loans
2,740
1,827


2,740
1,827



6,559
7,089



17.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

24 June
25 June
2023
2022
£000
£000


Within one year
1,367
1,241

Between 1-5 years
3,272
2,496

4,639
3,737
Page 28

 
FENMARC PRODUCE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 24 JUNE 2023

18.


Deferred taxation






2023


£000






At beginning of year
852


Charged to profit or loss
(85)



At end of year
767

The provision for deferred taxation is made up as follows:

24 June
25 June
2023
2022
£000
£000


Accelerated capital allowances
1,513
936

Tax losses carried forward
(743)
(80)

Pension surplus
(4)
(4)

766
852


19.


Share capital

24 June
25 June
2023
2022
£000
£000
Allotted, called up and fully paid



1,007,154 (2022 - 1,007,154) Ordinary voting shares shares of £1.00 each
1,007
1,007
100,000 (2022 - 100,000) Ordinary non-voting shares shares of £1.00 each
100
100

1,107

1,107

The holders of ordinary shares are entitled to receive dividends as declared from time to time.  The voting shares are entitled to one vote per share at meetings of the Company.


Page 29

 
FENMARC PRODUCE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 24 JUNE 2023

20.


Reserves

Share premium account

The balance classified as share premium relates to the aggregate net proceeds less nominal value of shares on issue of the Company's equity share capital.

Other reserves

As part of the restructuring in 2015, amounts owed to and from group undertakings were forgiven. Where these were amounts owed to group undertakings this was accounted for as a capital contribution. Where these were amounts owed from group undertakings this was accounted for as a dividend.

Profit and loss account

Represents all current and prior period retained profits and losses, less dividends paid.


21.


Restatement of comparatives

We have reviewed the P&L classification of costs and made changes to more accurately reflect how we view these costs within our business, such as reclassification a proportion of labour costs from cost of sales to administrative expenses. We have restated the prior year’s numbers to be comparable.  This has had no affect on operating profit. The amount reclassified in the previous year amounted to £4,247K.


22.


Capital commitments


At 24 June 2023 the Company had capital commitments as follows:

24 June
25 June
2023
2022
£000
£000


Contracted for but not provided in these financial statements
1,281
1,317

1,281
1,317


23.


Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £254K (2022: £206K). Contributions totalling £17K (2022: £15K) were payable to the fund at the balance sheet date and are included in creditors.

Page 30

 
FENMARC PRODUCE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 24 JUNE 2023

24.


Commitments under operating leases

At 24 June 2023 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

24 June
25 June
2023
2022
£000
£000


Not later than 1 year
323
250

Later than 1 year and not later than 5 years
457
29

780
279


25.


Related party transactions

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.
Included within debtors is a balance of £2,352K 
(2022: £2,350K) due from Lifecrown Investments Limited, a company controlled by MA Harrod.
Included within creditors falling due within one year is a balance of £163K 
(2022: £163K) due to Evolution Flowers Limited, a company controlled by MA Harrod.


26.


Controlling party

The Company is a subsidiary undertaking of Fenmarc Holdings Limited, registered address of 178 Gosmoor Lane, Elm, Wisbech, Cambridgeshire, England, PE14 0EG. The ultimate controlling party is MA Harrod who holds a majority shareholding in Fenmarc Holdings Limited.
 
The largest and smallest group in which the results of the Company are consolidated is that headed by Fenmarc Holdings Limited, incorporated in England and Wales. The consolidated financial statements of the groups are available to the public and may be obtained from Companies House, Crown Way, Cardiff, CF14 3UZ.
 
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