Company Registration No. SC024552 (Scotland)
GILMOUR & DEAN LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
GILMOUR & DEAN LIMITED
COMPANY INFORMATION
Directors
Giuseppe Cillario
Luciano Cillario
Gian Franco Cillario
Steven Thompson
Company number
SC024552
Registered office
Citypoint
3rd Floor
65 Haymarket Terrace
EDINBURGH
EH12 5HD
Auditor
Johnston Carmichael LLP
227 West George Street
Glasgow
G2 2ND
GILMOUR & DEAN LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 8
Statement of comprehensive income
9
Balance sheet
10
Statement of changes in equity
11
Notes to the financial statements
12 - 26
GILMOUR & DEAN LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
- 1 -
The directors present the strategic report for the year ended 31 December 2022.
Fair review of the business
The period ended December 2022 proved to be a reasonably successful year for the business in terms of operational performance.
Despite a challenging year for the business driven by significant cost increases across raw material and energy costs, sales rose during the period to £33.41m, an increase of 21.7% from the previous year's £27.44m. Similar to previous years our raw materials sourcing strategy has proven to be robust and this has given both us and our customers demonstrated security of supply which has helped us protect existing business whilst also winning new business.
In terms of revenue, we enjoyed strong performance across all of our print technologies with all of these performing in line or above our expectations. The outlook in terms of future demand from our customers across all three print technologies is strong and we believe we are well positioned to support the market requirements going forward. At both a group and local level future investment plans are approved and in place to support this demand and are broadly balanced across all three technologies.
Gross profit and net profit before tax were at an acceptable levels reinforcing the strong performance despite a challenging environment and a number of these areas outwith our physical control. Local management and the Eurostampa Group Board are satisfied with the financial performance for the period as this was above expectation in terms of budgeted performance as the majority of the cost increases were anticipated and incorporated into the budget.
2023 will witness the first phase of an eagerly anticipated new site move that will position the business to support future growth and will also provide a best in class environment for our employees which will help retain and attract staff.
Principal risks and uncertainties
Not unique to our customers sector or our particular industry in 2023 we expect to see a slowdown in demand due to a realignment of inventory levels and the lag from other macro economic issues. This is anticipated to be a fairly short term phenomenon but the nevertheless moderate growth is still anticipated.
Development and performance
Since acquisition by the Eurostampa Group the company has delivered eleven consecutive years of growth and approved future investment plans will ensure this trend continues. As well as delivering financial results in excess of budget the business also recorded strong performance across all other operational KPIs with some excellent performance particularly in the areas of quality and safety.
This year was no different to previous years with the continued focus on recruitment and selection across all key areas of the business as well increasing our apprentice pool which has played a pivotal role in developing and retaining the right skills across the business. Our staff retention record remains excellent particularly in business critical areas. As a responsible business we are constantly reviewing our organisational structure and resource levels.
2022 was an encouraging year for the Scotch Whisky Industry with exports up 37% by value and 21% by volume. This is broadly consistent with our performance in terms of sales and growth.
Key performance indicators
The group recognises the importance of key financial performance indicators and management monitors these on a monthly basis. The main KPIs of the business are turnover and profitability, both of which have been discussed above and are set out on page 9. Balance sheet position remains strong at £11.5m (2021 - £8.4m) as set out on page 10.
GILMOUR & DEAN LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 2 -
Steven Thompson
Director
19 September 2023
GILMOUR & DEAN LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
- 3 -
The directors present their report and financial statements for the year ended 31 December 2022.
Principal activities
The principal activity of the company is the printing of high quality labels.
Results and dividends
The results for the year are set out on page 9.
No ordinary dividends were paid. The directors do not recommend payment of a final dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Gianmario Cillario
(Resigned 30 September 2022)
Giuseppe Cillario
Luciano Cillario
Gian Franco Cillario
Steven Thompson
Auditor
The auditor, Johnston Carmichael LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
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 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 departure 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.
GILMOUR & DEAN LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 4 -
On behalf of the board
Steven Thompson
Director
19 September 2023
GILMOUR & DEAN LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF GILMOUR & DEAN LIMITED
- 5 -
Opinion
We have audited the financial statements of Gilmour & Dean Limited (the 'company') for the year ended 31 December 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 31 December 2022 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
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 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 year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
GILMOUR & DEAN LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF GILMOUR & DEAN LIMITED
- 6 -
Matters on which we are required to report by exception
In the light of our 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 and 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 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.
Auditor 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.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at: http://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
GILMOUR & DEAN LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF GILMOUR & DEAN LIMITED
- 7 -
Extent to which the audit is considered capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.
We assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations by considering their experience, past performance and support available.
All engagement team members were briefed on relevant identified laws and regulations and potential fraud risks at the planning stage of the audit. Engagement team members were reminded to remain alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
We obtained an understanding of the legal and regulatory frameworks that are applicable to company and the sector in which it operates, focusing on those provisions that had a direct effect on the determination of material amounts and disclosures in the financial statements. The most relevant frameworks we identified include:
UK Generally Accepted Accounting Practice;
Companies Act 2006;
Corporation Tax legislation; and
Employment legislation and tax compliance.
We gained an understanding of how the company is complying with these laws and regulations by making enquiries of management and those charged with governance. We corroborated these enquiries through our review of relevant correspondence with regulatory bodies and board meeting minutes.
We assessed the susceptibility of the financial statements to material misstatement, including how fraud might occur, by meeting with management and those charged with governance to understand where it was considered there was susceptibility to fraud. This evaluation also considered how management and those charged with governance were remunerated and whether this provided an incentive for fraudulent activity. We considered the overall control environment and how management and those charged with governance oversee the implementation and operation of controls. We identified a heightened fraud risk in relation to:
In addition to the above, the following procedures were performed to provide reasonable assurance that the financial statements were free of material fraud or error:
Reviewing the level of and reasoning behind the company’s procurement of legal and professional services;
Performing audit work procedures over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing judgements made by management in their calculation of accounting estimates for potential management bias;
Completion of appropriate checklists and use of our experience to assess the Company’s compliance with the Companies Act 2006; and
Agreement of the financial statement disclosures to supporting documentation.
Our audit procedures were designed to respond to the risk of material misstatements in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve intentional concealment, forgery, collusion, omission or misrepresentation. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it.
GILMOUR & DEAN LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF GILMOUR & DEAN LIMITED
- 8 -
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.
James Hamilton (Senior Statutory Auditor)
For and on behalf of Johnston Carmichael LLP
20 September 2023
Chartered Accountants
Statutory Auditor
227 West George Street
Glasgow
G2 2ND
GILMOUR & DEAN LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2022
- 9 -
2022
2021
Notes
£
£
Turnover
3
33,406,722
27,443,811
Cost of sales
(24,428,464)
(19,694,261)
Gross profit
8,978,258
7,749,550
Administrative expenses
(5,156,096)
(3,714,650)
Other operating income
3
213,531
78,281
Operating profit
4
4,035,693
4,113,181
Interest payable and similar expenses
7
(201,582)
(151,653)
Profit before taxation
3,834,111
3,961,528
Tax on profit
8
(720,889)
(964,467)
Profit for the financial year
3,113,222
2,997,061
The profit and loss account has been prepared on the basis that all operations are continuing operations.
GILMOUR & DEAN LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2022
31 December 2022
- 10 -
2022
2021
Notes
£
£
£
£
Fixed assets
Tangible assets
9
11,049,995
7,426,576
Current assets
Stocks
10
5,153,535
3,241,178
Debtors
11
9,125,050
6,203,440
Cash at bank and in hand
1,726,109
3,893,768
16,004,694
13,338,386
Creditors: amounts falling due within one year
12
(9,014,576)
(7,920,395)
Net current assets
6,990,118
5,417,991
Total assets less current liabilities
18,040,113
12,844,567
Creditors: amounts falling due after more than one year
13
(5,361,604)
(3,332,423)
Provisions for liabilities
Deferred tax liability
16
1,017,745
908,938
(1,017,745)
(908,938)
Government grants
17
(111,328)
(166,992)
Net assets
11,549,436
8,436,214
Capital and reserves
Called up share capital
19
100,000
100,000
Profit and loss reserves
20
11,449,436
8,336,214
Total equity
11,549,436
8,436,214
The financial statements were approved by the board of directors and authorised for issue on 19 September 2023 and are signed on its behalf by:
Steven Thompson
Director
Company Registration No. SC024552
GILMOUR & DEAN LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
- 11 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 January 2021
100,000
5,339,153
5,439,153
Year ended 31 December 2021:
Profit and total comprehensive income for the year
-
2,997,061
2,997,061
Balance at 31 December 2021
100,000
8,336,214
8,436,214
Year ended 31 December 2022:
Profit and total comprehensive income for the year
-
3,113,222
3,113,222
Balance at 31 December 2022
100,000
11,449,436
11,549,436
GILMOUR & DEAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
- 12 -
1
Accounting policies
Company information
Gilmour & Dean Limited is a limited company domiciled and incorporated in Scotland. The registered office is Citypoint, 65 Haymarket Terrace, Edinburgh, EH12 5HD.
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 Unicorn Graphics Limited. These consolidated financial statements are available from its registered office, Citypoint, 65 Haymarket Terrace, Edinburgh, EH12 5HD.
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. 2023 will witness the first phase of an eagerly anticipated new site move that will position the business to support future growth and will also provide a best in class environment for our employees which will help retain and attract staff. The capital expenditure on the new site will be funded by way of a loan from the ultimate parent entity. The directors have assessed the Company's cash flow forecast and existing funding facilities in making the going concern assessment and are comfortable that the business remains robust. 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 discounts, settlement discounts and volume rebates.
GILMOUR & DEAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 13 -
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.
Other income, including insurance receipts, are recognised when it is virtually certain the income will be received.
1.4
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following bases:
Plant and machinery
4 to 12 years straight line
Motor vehicles
4 years straight line
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 the profit and loss account.
1.5
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible 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.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.6
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.
Work in progress is valued at the lower of cost and net realisable value, and includes direct expenditure and an appropriate proportion of fixed and variable overheads.
GILMOUR & DEAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 14 -
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 the profit and loss account. Reversals of impairment losses are also recognised in the profit and loss account.
1.7
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.8
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 trade and other 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.
Impairment of financial assets
Financial assets 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 the profit and loss account.
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 the profit and loss account.
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.
GILMOUR & DEAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 15 -
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans and loans from fellow group companies, are initially recognised at transaction price.
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.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
1.9
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.
1.10
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 liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
GILMOUR & DEAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 16 -
1.11
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.
1.12
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.13
Leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the asset's fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.
1.14
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.
Government grants are recognised in accordance with the accruals model. Government grants relating to turnover are recognised as income over the periods when the related costs are incurred. Grants relating to an asset are recognised in income systematically over the asset's expected useful life. If part of such a grant is deferred it is recognised as deferred income rather than being deducted from the asset's carrying amount.
1.15
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
GILMOUR & DEAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 17 -
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. 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 the revision and future periods where the revision affects both current and future periods.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Stock valuation (2022: £5,153,535 ((2021: £3,241,178))
The cost of stock is determined by deducting margins earned from selling prices which the directors believe is a fair approximation of cost. Judgement is applied to elements of excess stock, and whether these items retain value. Excess stock older than one year is fully written off, whilst excess stock less than one year old is written down by 75%.
Finished goods stock which is older than one year is written off with the loss recognised in the profit and loss account. Items may be excluded from write off if the directors believe that there is reasonable certainty that the item will be sold.
Useful lives of tangible assets (2022: £11,049,995 (2021: £7,426,576))
The estimated useful lives of assets are outlined in note 1.4, and are based on historical experience and the periods over which management believe that future economic benefits will be derived.
3
Turnover and other revenue
An analysis of the company's turnover is as follows:
2022
2021
£
£
Turnover analysed by class of business
Sale of goods
33,406,722
27,443,811
2022
2021
£
£
Turnover analysed by geographical market
United Kingdom
28,645,406
23,613,979
EU
4,718,320
3,820,168
USA
42,996
9,664
33,406,722
27,443,811
GILMOUR & DEAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
3
Turnover and other revenue
(Continued)
- 18 -
2022
2021
£
£
Other significant revenue
Grants received
55,664
58,958
Rent receivable
142,867
-
Grants received above include £Nil (2021: £41,955) under the Government's Job Retention Scheme.
Rent receivable relates to a short term rental of the property purchased in the year. The property is included in assets under construction.
4
Operating profit
2022
2021
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange losses/(gains)
9,838
(44,992)
Government grants
(55,664)
(58,958)
Fees payable to the company's auditor for the audit of the company's financial statements
18,625
21,425
Depreciation of owned tangible fixed assets
1,364,292
1,326,021
Depreciation of tangible fixed assets held under finance leases
209,101
209,101
(Profit)/loss on disposal of tangible fixed assets
13,146
Impairment of stocks recognised or reversed
239,006
(428,159)
Operating lease charges
173,612
205,902
5
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2022
2021
Number
Number
Direct factory staff
150
140
Other administrative staff
48
38
Total
198
178
Their aggregate remuneration comprised:
2022
2021
£
£
Wages and salaries
7,222,715
6,111,968
Social security costs
738,087
565,231
Pension costs
180,922
140,935
8,141,724
6,818,134
GILMOUR & DEAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 19 -
6
Directors' remuneration
2022
2021
£
£
Remuneration for qualifying services
268,250
224,730
Company pension contributions to defined contribution schemes
7,600
6,677
275,850
231,407
Remuneration disclosed above include the following amounts paid to the highest paid director:
2022
2021
£
£
Remuneration for qualifying services
268,245
227,069
Company pension contributions to defined contribution schemes
7,600
6,677
There is one director remunerated through this company, whilst the others are remunerated through the wider Eurostampa group.
7
Interest payable and similar expenses
2022
2021
£
£
Interest on bank overdrafts and loans
197,297
146,781
Interest on finance leases and hire purchase contracts
4,285
4,872
201,582
151,653
8
Taxation
2022
2021
£
£
Current tax
UK corporation tax on profits for the current period
610,456
831,948
Adjustments in respect of prior periods
1,626
(13,460)
Total current tax
612,082
818,488
Deferred tax
Origination and reversal of timing differences
82,693
(101,624)
Changes in tax rates
26,114
242,535
Adjustment in respect of prior periods
5,068
Total deferred tax
108,807
145,979
Total tax charge
720,889
964,467
GILMOUR & DEAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
8
Taxation
(Continued)
- 20 -
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2022
2021
£
£
Profit before taxation
3,834,111
3,961,528
Expected tax charge based on the standard rate of corporation tax in the UK of 19.00% (2021: 19.00%)
728,481
752,690
Tax effect of expenses that are not deductible in determining taxable profit
34,523
7,486
Adjustments in respect of prior years
1,626
(13,460)
Deferred tax adjustments in respect of prior years
5,068
Adjustment to deferred tax in respect of changes to tax rates
26,114
218,145
Fixed asset differences
(69,855)
(5,462)
Taxation charge for the year
720,889
964,467
9
Tangible fixed assets
Assets under construction
Plant and machinery
Motor vehicles
Total
£
£
£
£
Cost
At 1 January 2022
16,118,062
60,266
16,178,328
Additions
3,866,839
1,299,913
30,060
5,196,812
At 31 December 2022
3,866,839
17,417,975
90,326
21,375,140
Depreciation and impairment
At 1 January 2022
8,733,667
18,085
8,751,752
Depreciation charged in the year
1,553,207
20,186
1,573,393
At 31 December 2022
10,286,874
38,271
10,325,145
Carrying amount
At 31 December 2022
3,866,839
7,131,101
52,055
11,049,995
At 31 December 2021
7,384,395
42,181
7,426,576
The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.
2022
2021
£
£
Plant and machinery
1,237,182
1,446,383
GILMOUR & DEAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
9
Tangible fixed assets
(Continued)
- 21 -
The assets under construction balance consists of additions to property accounted for at cost, which includes all directly attributable costs necessary to bring the asset to its intended use.
Standard security has been granted to SSE Services PLC over the new site at 3 Hunt Hill, Cumbernauld, G68 9LF.
10
Stocks
2022
2021
£
£
Raw materials and consumables
1,786,119
1,366,657
Work in progress
219,138
331,390
Finished goods and goods for resale
3,148,278
1,543,131
5,153,535
3,241,178
11
Debtors
2022
2021
Amounts falling due within one year:
£
£
Trade debtors
4,707,528
2,058,674
Amounts owed by group undertakings
3,241,472
3,400,789
Other debtors
12,307
4,273
Prepayments and accrued income
1,163,743
739,704
9,125,050
6,203,440
Amounts owed by group undertakings are interest free and technically repayable on demand. The directors of Gilmour & Dean Limited have confirmed that they will not seek repayment of the amount due from group companies for at least twelve months from the date of signing the financial statements.
GILMOUR & DEAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 22 -
12
Creditors: amounts falling due within one year
2022
2021
Notes
£
£
Bank loans and overdrafts
14
1,685,199
1,830,420
Obligations under finance leases
15
353,175
342,126
Other borrowings
14
501,047
353,296
Trade creditors
4,014,470
3,426,623
Corporation tax
115,522
390,395
Other taxation and social security
875,235
827,084
Other creditors
3,172
2,938
Accruals and deferred income
1,466,756
747,513
9,014,576
7,920,395
Obligations under hire purchase contracts are secured on the assets to which they relate.
Bank loans and overdrafts are secured by a bond and floating charge over the assets of the company and those of its immediate parent undertaking.
13
Creditors: amounts falling due after more than one year
2022
2021
Notes
£
£
Bank loans and overdrafts
14
1,674,487
2,782,423
Obligations under finance leases
15
196,824
550,000
Other borrowings
14
3,490,293
5,361,604
3,332,423
Obligations under hire purchase contracts are secured on the assets to which they relate.
Bank loans and overdrafts are secured by a bond and floating charge over the assets of the company and those of its immediate parent undertaking.
Other borrowings relate to a loan from an entity with control over the company.
Amounts included above which fall due after five years are as follows:
Payable by instalments
-
100,000
GILMOUR & DEAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 23 -
14
Loans and overdrafts
2022
2021
£
£
Bank loans
2,871,765
4,612,843
Bank overdrafts
487,921
Loans from group undertakings
3,991,340
353,296
7,351,026
4,966,139
Payable within one year
2,186,246
2,183,716
Payable after one year
5,164,780
2,782,423
The long-term loans are secured by a bond and floating charge over the assets of the company and those of its immediate parent undertaking.
Bank loans are repayable over 5 to 10 years and are charged a market rate of interest.
Loans from fellow group undertakings are charged a market rate of interest.
15
Finance lease obligations
2022
2021
Future minimum lease payments due under finance leases:
£
£
Within one year
365,550
365,550
In two to five years
198,836
564,385
564,386
929,935
Less: future finance charges
(14,387)
(37,809)
549,999
892,126
Finance lease payments represent rentals payable by the company for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 5 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.
GILMOUR & DEAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 24 -
16
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
2022
2021
Balances:
£
£
Fixed asset timing difference
1,019,495
911,785
Short term and other deductions
(1,750)
(2,847)
1,017,745
908,938
2022
Movements in the year:
£
Liability at 1 January 2022
908,938
Charge to profit or loss
108,807
Liability at 31 December 2022
1,017,745
Deferred tax assets and liabilities are offset where the company has a legally enforceable right to do so.
17
Government grants
2022
2021
£
£
Arising from government grants
111,328
166,992
18
Retirement benefit schemes
2022
2021
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
180,922
140,935
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.
Creditors totalling £14,000 (2021: £5,000) were payable to the fund at the year end and included in creditors.
19
Share capital
2022
2021
2022
2021
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
100,000
100,000
100,000
100,000
GILMOUR & DEAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 25 -
20
Profit and loss reserves
Profit and loss reserves represent accumulated comprehensive income.
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
123,017
58,002
Between two and five years
211,788
77,028
334,805
135,030
22
Related party transactions
Remuneration of key management personnel
The company has taken advantage of the exemption within FRS102, Section 33 paragraph 1.12e, to not disclose key management personnel compensation.
Transactions with related parties
During the year the company entered into the following transactions with related parties:
Sales
Purchases
2022
2021
2022
2021
£
£
£
£
Entities with control, joint control or significant influence over the company
277,998
43,597
2,519,107
652,167
In addition to the above, the company incurred fees of £23,083 (2021: £31,547) in relation to fees in respect of a guarantee from an entity with control over the company.
The following amounts were outstanding at the reporting end date:
2022
2021
Amounts due to related parties
£
£
Entities with control, joint control or significant influence over the company
3,991,340
353,296
Other information
The company has taken advantage of the exemption within FRS 102 Section 33 paragraph 33.1A from the requirement to disclose transactions with other wholly owned companies in the same group.
GILMOUR & DEAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 26 -
23
Ultimate controlling party
The immediate parent undertaking is Unicorn Graphics Limited, a company registered in Scotland and of the same address as Gilmour & Dean Limited.
The ultimate parent undertaking at the balance sheet date was Eurostampa S.p.A,. a company registered in Italy.
Eurostampa S.p.A. is the largest group and Unicorn Graphics Limited is the smallest group for which group accounts are prepared. Copies of the group accounts can be obtained by writing to the registered office.
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