Tradeway North West Limited - Limited company accounts 18.1.1

REGISTERED NUMBER: 04911489 (England and Wales)

REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 FEBRUARY 2018

FOR

TRADEWAY NORTH WEST LIMITED

Page

Company Information

1

Report of the Directors

2

Report of the Independent Auditors

4

Income Statement

6

Other Comprehensive Income

7

Balance Sheet

8

Statement of Changes in Equity

9

Notes to the Financial Statements

10

DIRECTORS:

D A Sexton

J E Heald

G H Gerber

D C Edley

SECRETARY:

D A Sexton

REGISTERED OFFICE:

Unit 1 Ashbrook Office Park

Longstone Road

Heald Green

Manchester

M22 5LB

REGISTERED NUMBER:

04911489 (England and Wales)

AUDITORS:

Sedulo Audit Limited

St Paul's House

23 Park Square

Leeds

LS1 2ND

The directors present their report with the financial statements of the company for the year ended 28 February 2018.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of shipping and distribution.

FUTURE DEVELOPMENTS

The directors anticipate that the company will continue to generate significant profits and is enjoying the benefits of

operating within the Santova Group.

The company will continue to mitigate its principal risk of cost increases as a result of currency fluctuations by using

various shipping lines and seeking to agree rates in advance. The company is well positioned to deal with the

uncertainties created by Brexit as the vast majority of its business is transported to regions outside of the European

Union.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 March 2017 to the date of this report.

D A Sexton

J E Heald

G H Gerber

D C Edley

Other changes in directors holding office are as follows:

M G Toland ceased to be a director after 28 February 2018 but prior to the date of this report.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Report of the Directors 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), including Financial Reporting Standard 101

'Reduced Disclosure Framework'. 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;

-	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 AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act

2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken

as a director in order to make himself aware of any relevant audit information and to establish that the company's

auditors are aware of that information.

AUDITORS

Bartfields (UK) Limited resigned as auditors following their acquisition by Sedulo Group. Sedulo Audit Limited, part of

the Sedulo Group, were appointed in their place. Sedulo Audit Limited will be proposed for re-appointment at the

forthcoming Annual General Meeting.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small

companies.

ON BEHALF OF THE BOARD:

D A Sexton - Secretary

17 July 2018

Opinion

We have audited the financial statements of Tradeway North West Limited (the 'company') for the year ended

28 February 2018 which comprise the Income Statement, Balance Sheet, Statement of Changes in Equity and Notes to

the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that

has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial

Reporting Standard 101 'Reduced Disclosure Framework' (United Kingdom Generally Accepted Accounting Practice).

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 a Report of the Auditors 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.

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 28 February 2018 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.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law.

Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the

financial statements section of our report. We are independent of the company in accordance with the ethical

requirements that are relevant to our audit of the financial statements in the 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

We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to

you where:

-	the directors' use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or

-

the directors have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the company's ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue.

Other information

The directors are responsible for the other information. The other information comprises the information in the Report of

the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and we do not express any form of

assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing

so, consider whether the other information is materially inconsistent with the financial statements or our knowledge

obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we

conclude that there is a material misstatement of this other information, we are required to report that fact. We have

nothing to report in this regard.

Opinion on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

-	the information given in the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Report of the Directors has been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit,

we have not identified material misstatements in the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you

if, in our opinion:

-	adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

-	the financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of directors' remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit; or

-	the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Directors.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page two, 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 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.

Our 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 a Report of the Auditors that includes our opinion.

Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with

ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are

considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic

decisions of users taken on the basis of these financial statements.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting

Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

David P Miller (Senior Statutory Auditor)

for and on behalf of Sedulo Audit Limited

St Paul's House

23 Park Square

Leeds

LS1 2ND

17 July 2018

TURNOVER

6,412,839

5,162,021

Cost of sales

5,731,139

4,540,841

GROSS PROFIT

681,700

621,180

Administrative expenses

525,390

529,883

OPERATING PROFIT and

PROFIT BEFORE TAXATION

5

156,310

91,297

Tax on profit

6

30,607

20,893

PROFIT FOR THE FINANCIAL YEAR

125,703

70,404

PROFIT FOR THE YEAR

125,703

70,404

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

125,703

70,404

FIXED ASSETS

Tangible assets

7

417,240

415,521

CURRENT ASSETS

Debtors

8

625,496

717,810

Cash at bank and in hand

659,930

277,893

1,285,426

995,703

CREDITORS

Amounts falling due within one year

9

540,018

374,279

NET CURRENT ASSETS

745,408

621,424

TOTAL ASSETS LESS CURRENT LIABILITIES

1,162,648

1,036,945

CAPITAL AND RESERVES

Called up share capital

10

4,000

4,000

Retained earnings

1,158,648

1,032,945

SHAREHOLDERS' FUNDS

1,162,648

1,036,945

The financial statements have been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

The financial statements were approved by the Board of Directors on 17 July 2018 and were signed on its behalf by:

D A Sexton - Director

J E Heald - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 March 2016

4,000

962,541

966,541

Changes in equity

Total comprehensive income

-

70,404

70,404

Balance at 28 February 2017

4,000

1,032,945

1,036,945

Changes in equity

Total comprehensive income

-

125,703

125,703

Balance at 28 February 2018

4,000

1,158,648

1,162,648

1.	STATEMENT OF CHANGES IN EQUITY

Total comprehensive income is fully attributable to owners of the parent.

2.	STATUTORY INFORMATION

Tradeway North West Limited is a private company, limited by shares , registered in England and Wales. The

company's registered number and registered office address can be found on the Company Information page.

3.	ACCOUNTING POLICIES

Basis of preparation

These financial statements have been prepared in accordance with Financial Reporting Standard 101 "Reduced Disclosure Framework" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The company has taken advantage of the following disclosure exemptions in preparing these financial

statements, as permitted by FRS 101 "Reduced Disclosure Framework":

•

the requirements of paragraphs 45(b) and 46 to 52 of IFRS 2 Share-based Payment;

•

the requirements of paragraphs 62, B64(d), B64(e), B64(g), B64(h), B64(j) to B64(m), B64(n)(ii), B64(o)(ii), B64(p), B64(q)(ii), B66 and B67 of IFRS 3 Business Combinations;

•

the requirements of paragraph 33(c) of IFRS 5 Non Current Assets Held for Sale and Discontinued Operations;

•

the requirements of IFRS 7 Financial Instruments: Disclosures;

•

the requirements of paragraphs 91 to 99 of IFRS 13 Fair Value Measurement;

•

the requirement in paragraph 38 of IAS 1 Presentation of Financial Statements to present comparative information in respect of:

-

paragraph 79(a)(iv) of IAS 1;

-

paragraph 73(e) of IAS 16 Property, Plant and Equipment;

-

paragraph 118(e) of IAS 38 Intangible Assets;

-

paragraphs 76 and 79(d) of IAS 40 Investment Property; and

-

paragraph 50 of IAS 41 Agriculture;

•

the requirements of paragraphs 10(d), 10)(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D and 111 of IAS 1 Presentation of Financial Statements;

•

the requirements of paragraphs 134 to 136 of IAS 1 Presentation of Financial Statements;

•

the requirements of IAS 7 Statement of Cash Flows;

•

the requirements of paragraphs 30 and 31 of IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors;

•

the requirements of paragraphs 17 and 18A of IAS 24 Related Party Disclosures;

•

the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group;

•

the requirements of paragraphs 134(d) to 134(f) and 135(c) to 135(e) of IAS 36 Impairments of Assets.

Turnover

Turnover represents the net provision of services exclusive of value added tax.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Plant and machinery etc

-

25% on reducing balance

Depreciation is not provided in respect of leasehold property. The directors consider that this departure from

Companies Act 2006 is necessary to provide a true and fair view as depreciation is only one of the factors

affecting the residual value of the property. The directors do not consider that any potential depreciation charge

would have a material impact upon the financial statements.

Financial instruments

The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12

'Other Financial Instruments Issues' of FRS102 to all of its financial statements.

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 includes 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 present

value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within

one year are not amortised.

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, loans from fellow group companies and preference

shares that are classified as debt, 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 and 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 rate method.

Taxation

Current taxes are based on the results shown in the financial statements and are calculated according to local tax

rules, using tax rates enacted or substantially enacted by the balance sheet date.

Employee benefit costs

The company operates a defined contribution pension scheme. Contributions payable to the company's pension

scheme are charged to the income statement in the period to which they relate.

Functional currency

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 £.

4.	EMPLOYEES AND DIRECTORS

2018

2017

£

£

Wages and salaries

340,783

327,023

Social security costs

32,591

32,076

Other pension costs

17,586

16,563

390,960

375,662

The average number of employees during the year was as follows:

2018

2017

Administrative

1

2

Sales

10

10

11

12

2018

2017

£

£

Directors' remuneration

70,000

70,000

Directors' pension contributions to money purchase schemes

3,500

3,500

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes

1

1

5.	PROFIT BEFORE TAXATION

The profit before taxation is stated after charging:

2018

2017

£

£

Depreciation - owned assets

1,950

1,377

Auditors remuneration

5,983

8,213

Auditors remuneration - other services

1,000

1,000

6.

TAXATION

Analysis of tax expense

2018

2017

£

£

Current tax:

Taxation

30,607

20,893

Total tax expense in income statement

30,607

20,893

Factors affecting the tax expense

The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is

explained below:

2018

2017

£

£

Profit before income tax

156,310

91,297

Profit multiplied by the standard rate of corporation tax in the UK of 19% (2017 - 20%)

29,699

18,259

Effects of:

Expenses not deductible in determining taxable profit

1,098

1,729

Reduction in UK tax rate during period

137

-

Capital allowances in excess of depreciation

(327

)

-

Overprovision

-

905

Tax expense

30,607

20,893

7.	TANGIBLE FIXED ASSETS

Plant and

Land and

machinery

buildings

etc

Totals

£

£

£

COST

At 1 March 2017

411,389

24,582

435,971

Additions

-

3,669

3,669

At 28 February 2018

411,389

28,251

439,640

DEPRECIATION

At 1 March 2017

-

20,450

20,450

Charge for year

-

1,950

1,950

At 28 February 2018

-

22,400

22,400

NET BOOK VALUE

At 28 February 2018

411,389

5,851

417,240

At 28 February 2017

411,389

4,132

415,521

Land and buildings relate to long leasehold property.

8.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2018

2017

£

£

Trade debtors

589,361

692,006

Other debtors

36,135

25,804

625,496

717,810

9.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2018

2017

£

£

Trade creditors

373,815

198,020

Taxation

31,455

20,831

Social security and other taxes

10,734

7,888

Other creditors

14,363

1,997

Directors' current accounts

9,833

5,472

Accrued expenses

99,818

140,071

540,018

374,279

10.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2018

2017

value:

£

£

28

Ordinary "A"

£1

28

28

20

Ordinary "B"

£1

20

20

3,952

Ordinary "C"

£1

3,952

3,952

4,000

4,000

Full dividend and voting rights are attached to both the Ordinary "A" and "B" shares.

Full voting rights are attached to the Ordinary "C" shares.

12.	PENSION COMMITMENTS

The company operates a defined contribution pension scheme. The assets of the scheme are held separately from

those of the company in an independently administered fund. The pension cost charge represents contributions

payable by the company to the fund and amounted to £17,586 (2017 - £16,563). Contributions totalling £467

were accrued at the year end (2017 - £697).

13.	ULTIMATE PARENT COMPANY

The company's parent undertaking is Tradeway (Shipping) Limited, a company registered in England & Wales,

and its ultimate parent company is Santova Limited, a company registered in South Africa. The results of both

Tradeway North West Limited and Tradeway (Shipping) Limited are included within consolidated financial

statements prepared by Santova Limited. The consolidated financial statements, prepared in accordance with

IFRS are available from www.santova.com

14.	ULTIMATE CONTROLLING PARTY

The company is under the control of the shareholders of Santova Limited, the company's ultimate parent

undertaking.