Company registration number 02129857 (England and Wales)
BILLINGTON FOODSERVICE LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 4 SEPTEMBER 2022
BILLINGTON FOODSERVICE LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2 - 3
Independent auditor's report
4 - 7
Statement of comprehensive income
8
Balance sheet
9
Statement of changes in equity
10
Notes to the financial statements
11 - 24
BILLINGTON FOODSERVICE LIMITED
STRATEGIC REPORT
FOR THE PERIOD ENDED 4 SEPTEMBER 2022
- 1 -
The directors present the strategic report for the period ended 4 September 2022.
Fair review of the business
The company has not traded during the period.
On 30 August 2021 the activities of Billington Foodservice Limited were combined with fellow group subsidiaries to realign the cost base, and launch one customer focused food service business - Billington Foods.
Principal risks and uncertainties
The principal risks and uncertainties facing the company are set out in the Annual Report of Edward Billington and Son Limited.
S172 statement
The Board of Directors at any time, consider, both individually and collectively, that they have acted in ways that they believe in good faith to be most likely to promote the success of the company for the benefit of its shareholders as a whole in the decisions they made during the period ended 4 September 2022.
We recognise our people as our most important asset and aim to be a responsible employer. The health, safety and wellbeing of our people is of the highest importance. Ensuring a safe working environment is paramount in our day to day operations.
Customers are at the heart of everything we do. This is demonstrated in our passion for food and food development in partnership with our foodservice partners.
We seek to develop long term partnerships with our suppliers which are mutually beneficial and ultimately deliver our customer value and a high quality product.
As the Board of Directors, our intention is always to behave responsibly and to ensure that the business operates in a responsible manner, adhering to high standards of business conduct and good governance. We recognise that the maintenance of our good reputation, founded on responsible behaviour, is fundamental to our continuing ability to achieve profitable growth for the benefit of all our stakeholders in the future.
D Marshall
Secretary
3 May 2023
BILLINGTON FOODSERVICE LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 4 SEPTEMBER 2022
- 2 -
The directors present their annual report and financial statements for the period ended 4 September 2022.
Principal activities
The company did not trade during the period.
Directors
The directors who held office during the period and up to the date of signature of the financial statements were as follows:
G M Blake
S G Hughes
(Appointed 30 August 2022)
H Blyth
(Resigned 9 May 2022)
Auditor
The auditor, Mitchell Charlesworth LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
Energy and carbon report
The detailed disclosure requirements of the Streamlined Energy and Carbon Reporting Requirements are covered in the report of the ultimate parent undertaking Edward Billington and Son Limited.
Statement of directors' responsibilities
The directors are responsible for preparing the Strategic Report, 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 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;
- 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 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 of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
BILLINGTON FOODSERVICE LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 4 SEPTEMBER 2022
- 3 -
Strategic report
In accordance with section 414C(11) of the Companies Act 2006 (Strategic Report and Directors’ Report) Regulations 2013 the company’s strategic report information required by schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 is noted in the Strategic Report on page 1.
By order of the board
D Marshall
Secretary
3 May 2023
BILLINGTON FOODSERVICE LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF BILLINGTON FOODSERVICE LIMITED
- 4 -
Opinion
We have audited the financial statements of Billington Foodservice Limited (the 'company') for the period ended 4 September 2022 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including 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 4 September 2022 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.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the 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.
The other information comprises the information included in the annual report other than the financial statements and our auditor's 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.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our 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.
BILLINGTON FOODSERVICE LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF BILLINGTON FOODSERVICE LIMITED
- 5 -
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 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, 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.
Auditor's 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 auditor's 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.
The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
Extent to which the audit was considered capable of detecting irregularities, including fraud
We identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion.
Identifying and assessing potential risks related to irregularities
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:
the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations; and
the matters discussed among the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud
BILLINGTON FOODSERVICE LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF BILLINGTON FOODSERVICE LIMITED
- 6 -
As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas:
(i) The understatement of creditors, and (ii) the overstatement and impairment of debtors, In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.
We also obtained an understanding of the legal and regulatory framework that the company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act.
In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company’s ability to operate or to avoid a material penalty.
Audit response to risks identified
Our procedures to respond to risks identified included the following:
reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with relevant laws and regulations described above as having a direct effect on the financial statements;
enquiring of management concerning actual and potential litigation and claims;
performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
BILLINGTON FOODSERVICE LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF BILLINGTON FOODSERVICE LIMITED
- 7 -
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 auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.
Philip Griffiths
Senior Statutory Auditor
For and on behalf of Mitchell Charlesworth (Audit) Limited
3 May 2023
Accountants
Statutory Auditor
3rd Floor
5 Temple Square
Temple Street
Liverpool
Merseyside
L2 5RH
BILLINGTON FOODSERVICE LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 4 SEPTEMBER 2022
- 8 -
Period
Period
ended
ended
4 September
29 August
2022
2021
Notes
£
£
Turnover
2
27,404,890
Cost of sales
(26,738,751)
Gross profit
666,139
Distribution costs
(1,280,831)
Administrative expenses
(4,691,701)
Other operating income
1,946,360
Exceptional item
3
(417,048)
Operating profit/(loss)
4
(3,777,081)
Interest receivable and similar income
7
76,603
Interest payable and similar expenses
8
(100,735)
Loss before taxation
(3,801,213)
Tax on loss
9
515,000
Loss for the financial period
(3,286,213)
The profit and loss account has been prepared on the basis that all operations have discontinued.
BILLINGTON FOODSERVICE LIMITED
BALANCE SHEET
AS AT
4 SEPTEMBER 2022
04 September 2022
- 9 -
2022
2021
Notes
£
£
£
£
Fixed assets
Intangible assets
11
11,602
Tangible assets
12
9,591,062
Investments
13
42,186
42,487
42,186
9,645,151
Current assets
Stocks
15
6,285,982
Debtors
16
7,811,738
12,170,755
Cash at bank and in hand
136,741
7,811,738
18,593,478
Creditors: amounts falling due within one year
17
(703,359)
(20,320,064)
Net current assets/(liabilities)
7,108,379
(1,726,586)
Total assets less current liabilities
7,150,565
7,918,565
Provisions for liabilities
Deferred tax liability
18
768,000
-
(768,000)
Net assets
7,150,565
7,150,565
Capital and reserves
Called up share capital
20
62,500
62,500
Share premium account
96,094
96,094
Profit and loss reserves
6,991,971
6,991,971
Total equity
7,150,565
7,150,565
The financial statements were approved by the board of directors and authorised for issue on 3 May 2023 and are signed on its behalf by:
S G Hughes
Director
Company Registration No. 02129857
BILLINGTON FOODSERVICE LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 4 SEPTEMBER 2022
- 10 -
Share capital
Share premium account
Profit and loss reserves
Total
£
£
£
£
Balance at 31 August 2020
62,500
96,094
10,278,184
10,436,778
Period ended 29 August 2021:
Loss and total comprehensive income for the period
-
-
(3,286,213)
(3,286,213)
Balance at 29 August 2021
62,500
96,094
6,991,971
7,150,565
Period ended 4 September 2022:
Profit and total comprehensive income for the period
-
-
Balance at 4 September 2022
62,500
96,094
6,991,971
7,150,565
BILLINGTON FOODSERVICE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 4 SEPTEMBER 2022
- 11 -
1
Accounting policies
Company information
Billington Foodservice Limited is a private company limited by shares incorporated in England and Wales. The registered office is Cunard Building, Water Street, Liverpool, Merseyside, L3 1EL.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
Section 4 ‘Statement of Financial Position’ – Reconciliation of the opening and closing number of shares;
Section 7 ‘Statement of Cash Flows’ – Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’ – Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 33 ‘Related Party Disclosures’ – Compensation for key management personnel.
The financial statements of the company are consolidated in the financial statements of Edward Billington and Son Limited. These consolidated financial statements are available from its registered office Cunard Building, Water Street, Liverpool, Merseyside, L3 1EL.
1.2
Going concern
Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade and settlement discounts.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
BILLINGTON FOODSERVICE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 4 SEPTEMBER 2022
1
Accounting policies
(Continued)
- 12 -
1.4
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Software
10 - 15% per annum
1.5
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Leasehold land and buildings
Over the term of the lease
Plant and machinery
10% - 15% per annum
Fixtures, fittings & equipment
10% - 20% per annum
Motor vehicles
25% per annum
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
1.6
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
BILLINGTON FOODSERVICE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 4 SEPTEMBER 2022
1
Accounting policies
(Continued)
- 13 -
1.7
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
1.8
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
1.9
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.10
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
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 debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.
BILLINGTON FOODSERVICE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 4 SEPTEMBER 2022
1
Accounting policies
(Continued)
- 14 -
Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, and loans from fellow group companies are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
BILLINGTON FOODSERVICE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 4 SEPTEMBER 2022
1
Accounting policies
(Continued)
- 15 -
Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
1.11
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.12
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the Balance Sheet date where transactions or events have occurred at that date that will result in an obligation to pay more, or a right to pay less tax.
Deferred tax assets are recognised only to the extent that the directors consider that it is more likely than not that there will be suitable taxable profits from which the future reversal of the underlying timing differences can be deducted.
Deferred tax is measured on an undiscounted basis at the rates that are expected to apply in the periods in which timing differences reverse, based on tax rates and laws enacted or substantively enacted at the Balance Sheet date.
1.13
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
BILLINGTON FOODSERVICE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 4 SEPTEMBER 2022
1
Accounting policies
(Continued)
- 16 -
1.14
Retirement benefits
Contributions in respect of defined contribution pension schemes are charged to the Profit and Loss Account when they become payable.
1.15
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
1.16
Government grants
Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.
A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.
1.17
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation are included in the profit and loss account for the period.
1.18
Details of transactions with fellow group undertakings where control is wholly within the group are not disclosed in these accounts as they are included in the consolidated accounts of Edward Billington and Son Limited.
2
Turnover and other revenue
An analysis of the company's turnover (all within the United Kingdom) is as follows:
2022
2021
£
£
Turnover analysed by geographical market
United Kingdom
-
27,404,890
2022
2021
£
£
Other revenue
Interest income
-
76,603
Grants received
1,946,360
BILLINGTON FOODSERVICE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 4 SEPTEMBER 2022
- 17 -
3
Exceptional item
2022
2021
£
£
Expenditure
Exceptional item
-
417,048
In addition to the trading impact of Covid-19, the pandemic also caused the company to incur one-off exceptional business costs in the prior year. This includes stock obsolescence, staff costs, restructuring and impairment of trade debtors and other loans.
4
Operating profit/(loss)
2022
2021
Operating profit/(loss) for the period is stated after charging/(crediting):
£
£
Government grants
(1,946,360)
Fees payable to the company's auditor for the audit of the company's financial statements
12,000
Depreciation of owned tangible fixed assets
688,929
Impairment of owned tangible fixed assets
-
206,797
Profit on disposal of tangible fixed assets
(11,648)
Amortisation of intangible assets
2,447
Operating lease charges
720,132
Remuneration paid to the company's auditor for services other than the statutory audit of the company are not analysed in these accounts, since the consolidated accounts of the ultimate parent undertaking, Edward Billington and Son Limited are required to disclose non-audit fees on a consolidated basis.
5
Employees
The average monthly number of persons (including directors) employed by the company during the period was:
2022
2021
Number
Number
Production
-
317
Administration
-
101
Management
-
4
Total
422
BILLINGTON FOODSERVICE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 4 SEPTEMBER 2022
5
Employees
(Continued)
- 18 -
Their aggregate remuneration comprised:
2022
2021
£
£
Wages and salaries
8,770,292
Social security costs
703,432
Pension costs
364,078
9,837,802
6
Directors' remuneration
2022
2021
£
£
Remuneration for qualifying services
247,217
Company pension contributions to defined contribution schemes
28,135
275,352
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 0 (2021 - 3).
Remuneration disclosed above include the following amounts paid to the highest paid director:
2022
2021
£
£
Remuneration for qualifying services
n/a
108,193
Company pension contributions to defined contribution schemes
n/a
14,474
As total directors' remuneration was less than £200,000 in the current period, no disclosure is provided for that period.
Directors' emoluments stated above for the prior year reflects 3 directors employed and remunerated by the company. The other directors were employed and remunerated by the ultimate parent undertaking.
7
Interest receivable and similar income
2022
2021
£
£
Interest income
Interest on bank deposits
76,603
BILLINGTON FOODSERVICE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 4 SEPTEMBER 2022
- 19 -
8
Interest payable and similar expenses
2022
2021
£
£
Interest on bank overdrafts and loans
100,735
9
Taxation
2022
2021
£
£
Current tax
UK corporation tax on profits for the current period
(933,000)
Adjustments in respect of prior periods
137,000
Total current tax
(796,000)
Deferred tax
Origination and reversal of timing differences
210,000
Changes in tax rates
134,000
Adjustment in respect of prior periods
(63,000)
Total deferred tax
281,000
Total tax charge/(credit)
(515,000)
The actual charge/(credit) for the period can be reconciled to the expected credit for the period based on the profit or loss and the standard rate of tax as follows:
2022
2021
£
£
Profit/(loss) before taxation
(3,801,213)
Expected tax charge/(credit) based on the standard rate of corporation tax in the UK of 19.00% (2021: 19.00%)
(722,230)
Depreciation on assets not qualifying for tax allowances
9,000
Adjustments in respect of prior periods
74,000
Adjustment to reflect effective tax rate
7,230
Enhanced allowances
(17,000)
Deferred tax effect of changes in tax rate
134,000
Taxation charge/(credit) for the period
-
(515,000)
BILLINGTON FOODSERVICE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 4 SEPTEMBER 2022
- 20 -
10
Impairments
2022
2021
Notes
£
£
In respect of:
Property, plant and equipment
12
206,797
As a result of the restructure as described in note 26, a review of all assets was undertaken, and assets were impaired to the lower of value in use and recoverable amounts.
11
Intangible fixed assets
Software
£
Cost
At 30 August 2021
14,809
Transfers
(14,809)
At 4 September 2022
Amortisation and impairment
At 30 August 2021
3,207
Transfers
(3,207)
At 4 September 2022
Carrying amount
At 4 September 2022
At 29 August 2021
11,602
BILLINGTON FOODSERVICE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 4 SEPTEMBER 2022
- 21 -
12
Tangible fixed assets
Leasehold land and buildings
Assets under construction
Plant and machinery
Fixtures, fittings & equipment
Motor vehicles
Total
£
£
£
£
£
£
Cost
At 30 August 2021
6,394,940
2,154,046
11,716,522
1,625,617
36,175
21,927,300
Transfers
(6,394,940)
(2,154,046)
(11,716,522)
(1,625,617)
(36,175)
(21,927,300)
At 4 September 2022
Depreciation and impairment
At 30 August 2021
4,897,045
6,672,106
733,910
33,177
12,336,238
Transfers
(4,897,045)
(6,672,106)
(733,910)
(33,177)
(12,336,238)
At 4 September 2022
Carrying amount
At 4 September 2022
At 29 August 2021
1,497,895
2,154,046
5,044,416
891,707
2,998
9,591,062
13
Fixed asset investments
2022
2021
Notes
£
£
Investments in subsidiaries
14
42,186
42,487
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 30 August 2021
42,487
Transfers
(301)
At 4 September 2022
42,186
Carrying amount
At 4 September 2022
42,186
At 29 August 2021
42,487
BILLINGTON FOODSERVICE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 4 SEPTEMBER 2022
- 22 -
14
Subsidiaries
Details of the company's subsidiaries at 4 September 2022 are as follows:
Name of undertaking
Registered
Nature of business
Class of
% Held
office
shares held
Direct
Indirect
Cuisine San Frontieres Limited
England and Wales
Dormant
Ordinary
100.00
0
15
Stocks
2022
2021
£
£
Raw materials and consumables
3,333,926
Finished goods and goods for resale
2,952,056
6,285,982
16
Debtors
2022
2021
Amounts falling due within one year:
£
£
Trade debtors
4,214,724
Corporation tax recoverable
85,376
Amounts owed by group undertakings
7,811,738
6,783,962
Other debtors
750,731
Prepayments and accrued income
335,962
7,811,738
12,170,755
17
Creditors: amounts falling due within one year
2022
2021
£
£
Trade creditors
3,733,206
Amounts owed to group undertakings
703,359
13,266,617
Taxation and social security
69,115
Other creditors
328,956
Accruals and deferred income
2,922,170
703,359
20,320,064
BILLINGTON FOODSERVICE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 4 SEPTEMBER 2022
- 23 -
18
Deferred taxation
Deferred tax assets and liabilities are offset where the company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:
Liabilities
Liabilities
2022
2021
Balances:
£
£
Accelerated capital allowances
-
768,000
2022
Movements in the period:
£
Liability at 30 August 2021
768,000
Transfer on disposal
(768,000)
Liability at 4 September 2022
-
19
Retirement benefit schemes
2022
2021
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
-
364,078
20
Share capital
2022
2021
2022
2021
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
62,500
62,500
62,500
62,500
21
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
2022
2021
£
£
Within one year
76,503
Between two and five years
88,728
165,231
BILLINGTON FOODSERVICE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 4 SEPTEMBER 2022
- 24 -
22
Ultimate parent undertaking
The ultimate parent undertaking is Edward Billington and Son Limited, which is incorporated in England and Wales.
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