Associated Biscuits International Limited. Directors' report and financial statements. for the year ended 31 March 2015

Transcription

1 Registration number Associated Biscuits International Limited Directors' report and financial statements

2 Company information Directors Patrick Kennedy Cassels Stephen Richard Page Jayant Gadgil Hameed Haroon Anil Kumar Hirjee Secretary Stephen Richard Page Company number Registered office 34 Ely Place London England EC1N 6TD Auditors KPMG LLP 1 The Embankment, Neville Street Leeds LS1 4DW

3 Profit and loss account Continuing operations Notes Administrative expenses (8,216) (60,223) Operating loss 2 (8,216) (60,223) Investment income 4 7,091,470 5,486,449 Other interest receivable and similar income Profit on ordinary activities before taxation 7,083,271 5,426,226 Tax on profit on ordinary activities Profit for the year 13 7,083,271 5,426,226 Retained profit brought forward 1,233,064 1,232,951 Reserve Movements 14 (7,092,459) (5,426,113) Retained profit carried forward 1,223,876 1,233,064 There are no recognised gains or losses other than the profit or loss for the above two financial years. The notes on pages 9 to 15 form an integral part of these financial statements. Page 6

4 Balance sheet as at 31 March 2015 Notes Fixed assets Investments 8 4,364,069 4,364,069 Current assets Debtors 9 falling due after more than one year 2,506,876 2,456,585 falling due within one year 130, ,326 Cash at bank and in hand 381, ,038 3,018,804 2,998,949 Creditors: amounts falling due within one year 10 (37,729) (8,686) Net current assets 2,981,075 2,990,263 Total assets less current liabilities 7,345,144 7,354,332 Creditors: amounts falling due after more than one year 11 (4,521,268) (4,521,268) Net assets 2,823,876 2,833,064 Capital and reserves Called up share capital 12 1,600,000 1,600,000 Profit and loss account 13 1,223,876 1,233,064 Shareholders' funds 14 2,823,876 2,833,064 These accounts were approved by the directors on 11 June 2015, and are signed on their behalf by: Jayant Gadgil Director Registration number The notes on pages 9 to 15 form an integral part of these financial statements. Page 7

5 Cash flow statement Notes Reconciliation of operating loss to net cash outflow from operating activities Operating loss (8,216) (60,223) (Increase) in debtors (57,098) (42,001) Increase in creditors 29,023 (1,182,892) Net cash outflow from operating activities (36,291) (1,285,116) Cash flow statement Net cash outflow from operating activities (36,291) (1,285,116) Returns on investments and servicing of finance 17 7,091,487 5,486,449 7,055,196 4,201,333 Equity dividends paid (7,092,459) (5,426,113) (37,263) (1,224,780) Financing 17 29,023 1,156,887 Increase/(decrease) in cash in the year (8,240) (67,893) Reconciliation of net cash flow to movement in net debt (Note 18) Increase/(decrease) in cash in the year (8,240) (67,893) Cash outflow from decrease in debts and lease financing (29,023) (1,156,887) Change in net debt resulting from cash flows (37,263) (1,224,780) Net debt at 1 April 2014 (4,102,246) (2,877,466) Net debt at 31 March 2015 (4,139,509) (4,102,246) Page 8

6 Notes to the financial statements 1. Accounting policies 1.1. Accounting convention The financial statements are prepared under the historical cost convention and comply with financial reporting standards of the Accounting Standards Board. The company has consistently applied all relevant accounting standards Investments Fixed asset investments are stated at cost less provision for permanent diminution in value Deferred taxation 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 or to receive more, tax, with the following exceptions: Provision is made for tax on gains arising from the revaluation (and similar fair value adjustments) of fixed assets, and gains on disposal of fixed assets that have been rolled over into replacement assets, only to the extent that, at the balance sheet date, there is a binding agreement to dispose of the assets concerned. However, no provision is made where, on the basis of all available evidence at the balance sheet date, it is more likely than not that the taxable gain will be rolled over into replacement assets and charged to tax only where the replacement assets are sold; Provision is made for deferred tax that would arise on remittance of the retained earnings of overseas subsidiaries, associates and joint ventures only to the extent that, at the balance sheet date, dividends have been accrued as receivable; 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 tax 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 Foreign currencies Monetary assets and liabilities denominated in foreign currencies are translated into sterling at the rates of exchange prevailing at the accounting date. Transactions in foreign currencies are recorded at the date of the transactions. All differences are taken to the Profit and Loss account Going concern The directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus they continue to adopt the going concern basis of accounting in preparing the annual financial statements. Page 9

7 Notes to the financial statements... continued 2. Operating loss Operating loss is stated after charging: Net foreign exchange loss 32,560 78,359 Auditors' remuneration (Note 3) 4,800 5,100 and after crediting: Net foreign exchange gain 46,090 30, Auditors' remuneration Auditors' remuneration - audit of the financial statements 4,800 5, Investment Income Dividends received from subsidiary undertakings 7,091,470 5,486, Interest receivable and similar income Bank interest Employees There were no employees during the year apart from the directors. No emoluments were paid to directors during the year Page 10

8 Notes to the financial statements... continued 7. Tax on profit on ordinary activities Factors affecting tax charge for period The tax assessed for the period is lower than the standard rate of corporation tax in the UK (21.00%, 31 March 2014 : 23.00% ). The differences are explained below: Profit on ordinary activities before taxation 7,083,271 5,426,226 Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 21.00% (31 March 2014 : 23.00%) 1,487,487 1,248,032 Effects of: Dividend income not taxed (1,489,416) (1,261,883) Losses carried forward for the period 1,929 13,851 Current tax charge for period - - Other 8. Fixed asset investments Listed unlisted investments investments Total Cost At 1 April 2014 and at 31 March ,046 3,750,023 4,364,069 Net book values At 31 March ,046 3,750,023 4,364,069 At 31 March ,046 3,750,023 4,364,069 Page 11

9 Notes to the financial statements... continued 8. Fixed Assets Investments The company's investments at balance sheet date in the share capital of the companies include the following: Country of Class of Nature of Proportion of Name of company Incorporation Shares business shares held Britannia Industries Limited * India Ordinary shares of INR10 Food Manufacturing 50.75% Bannatyne Enterprise Pte Limited Singapore Ordinary shares of $1 Holding Company 100% Dowbiggin Enterprise Pte Limited Singapore Ordinary share of $1 Holding Company 100% Nacupa Enterprise Pte Limited Singapore Ordinary share of $1 Holding Company 100% Spargo Enterprise Pte Limited Singapore Ordinary share of $1 Holding Company 100% Valletort Enterprise Pte Limited Singapore Ordinary share of $1 Holding Company 100% Associates Biscuits (Malaysia) Sdn Bhd Malaysia Ordinary share of $1 Selling Agents 100% Participating Interests English Biscuit Manufacturers (Private) Limited Pakistan Ordinary Share of Pakistan R10 Biscuit Manufacture 40% Associated Biscuits International Limited has no representation on the Board of Directors of English Biscuit Manufacturers (private) Ltd and has no influence in policy making hence is not treated as an associated undertaking. The market value of the listed investments held in Britannia Industries Limited at the year end is 720,088,568 (31 March ,221,537) 44.95% of the share capital is held directly by the company. The remainder is held by Bannatyne Enterprise Pte Limited, Dowbiggin Enterprise Pte Limited, Nacupa Enterprise Pte Limited, Spargo Enterprise Pte Limited and Valletort Enterprise Pte Limited, each of which holds 1.16% of the share capital. Page 12

10 Notes to the financial statements... continued 9. Debtors Amounts owed by group undertakings 2,556,581 2,506,876 Other debtors 80,428 73,035 2,637,009 2,579,911 Amounts falling due after more than one year and included in debtors are: Amounts owed by group undertaking 2,506,876 2,456, Creditors: amounts falling due within one year Bank overdraft Amounts owed to group undertaking 29,023 - Accruals and deferred income 8,670 8,670 37,729 8, Creditors: amounts falling due after more than one year Amounts owed to group undertakings 4,521,268 4,521, Share capital Allotted, called up and fully paid 1,600,000 Ordinary shares of 1 each 1,600,000 1,600,000 Equity Shares 1,600,000 Ordinary shares of 1 each 1,600,000 1,600,000 Page 13

11 Notes to the financial statements... continued Profit 13. Equity Reserves and loss account Total At 1 April ,233,064 1,233,064 Profit for the year 7,083,271 7,083,271 Equity Dividends (7,092,459) (7,092,459) At 31 March ,223,876 1,223, Reconciliation of movements in shareholders' funds Profit for the year 7,083,271 5,426,226 Dividends (7,092,459) (5,426,113) (9,188) 113 Opening shareholders' funds 2,833,064 2,832,951 Closing shareholders' funds 2,823,876 2,833, Related party transactions The company has taken advantage under the Financial Reporting Standard 8 not to disclose transactions with companies wholly owned within the group. 16. Ultimate parent undertaking The immediate parent undertaking is ABI Holdings Limited, a company registered in England and Wales. The issued share capital of ABI Holdings Ltd is held by Leila Lands Limited, a company registered in Mauritius and by Britannia Brands Limited, company registered in England and Wales. Both these companies are investment holding companies. The ultimate parent undertaking is the Bombay Burmah Trading Corporation Limited and the group accounts include the results and assets and liabilities of the company. The group accounts can be obtained at the registered office of the company Page 14

12 Notes to the financial statements... continued 17. Gross cash flows Returns on investments and servicing of finance Interest received 17 - Dividends received 7,091,470 5,486,449 7,091,487 5,486,449 Financing Other new long term loans 29,023 1,156, Analysis of changes in net funds Opening Cash Other Closing balance flows changes balance Cash at bank and in hand 419,038 (37,243) 381,795 Overdrafts (16) (20) (36) 419,022 (37,263) 381,759 Debt due after one year (4,521,268) (29,023) 29,023 (4,521,268) Net funds (4,102,246) (66,286) 29,023 (4,139,509) Page 15

13 The following pages do not form part of the statutory accounts.

14 Detailed trading profit and loss account Administrative expenses 8,216 60,223 (8,216) (60,223) (8,216) (60,223) Operating loss -% (8,216) -% (60,223) Other income and expenses Income from investments Listed investment income 7,091,470 5,486,449 7,091,470 5,486,449 Interest receivable Bank deposit interest Net profit for the year 7,083,271 5,426,226

15 Administrative expenses Administrative expenses Legal and professional 14,069 4,100 Accountancy fees 2,470 2,430 Audit fees 4,800 5,100 Bank charges Profit on exchange (46,090) (30,129) Loss on exchange 32,560 78,359 General expenses 3 2 8,216 60,223