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Braime Group PLC

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FY2015 Annual Report · Braime Group PLC
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REPORT & ACCOUNTS

2015

T.F. & J.H. BRAIME (HOLDINGS) P.L.C.

T. F.  & J. H .  BR A IM E  (H OLDIN GS ) P.L. C.

Contents

Company information

Notice of meeting

Chairman’s statement

Group strategic report

Directors’ report

Directors’ remuneration report

Independent auditors’ report

Consolidated income statement

Consolidated statement of
comprehensive income

Consolidated balance sheet 

Consolidated cash flow statement 

Consolidated statement of
changes in equity

3

4-5

6-7

8-10

11-14

15-16

17-18

19

19

20

21

22

Notes to the accounts

23-50

Company balance sheet

Company statement of
changes in equity

51

52

Company notes to the accounts

53-58

Five year record

Explanatory notes of resolutions

59

60

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T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

2

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Directors

O. N. A. Braime, MA, (Oxon.), M.B.I.M. (Chairman)
P. J. O. Alcock, B. Eng. (Non-executive director)
A. W. Walker MA, (Cantab.) (Non-executive director)
A. Q. Braime, ACA, BA (Hons.)
C. O. Braime, BSc (Hons.), MSc, MBA 

Secretary

A. Q. Braime, ACA, BA (Hons.)

Registered office

Independent
auditors

Bankers

Stockbrokers

Hunslet Road, 
Leeds, 
LS10 1JZ.

Kirk Newsholme,
Chartered Accountants and Statutory Auditors,
4315 Park Approach,
Thorpe Park,
Leeds,
LS15 8GB.

HSBC,
Leeds City Branch,
33 Park Row,
Leeds,
LS1 1LD.

W. H. Ireland,
Zurich House,
Canal Wharf,
Leeds,
LS11 5DB.

Company registration
number

488001 (England and Wales)

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T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Notice of meeting

Notice is hereby given that the SIXTY SIXTH Annual
General Meeting of the members of T.F. & J.H. BRAIME
(HOLDINGS) P.L.C. (the ‘company’) will be held at the
registered office of the company at Hunslet Road,
Leeds, LS10 1JZ on Friday 10th June 2016 at 11.45am.

Ordinary Resolutions

1. To receive and adopt the report of the directors, the

statement of accounts and the directors’
remuneration report, for the year ended 31st
December 2015, and the report of the auditors
thereon.

2. To confirm the dividends paid on 18th October 2015

and 12th May 2016 on the Ordinary and ‘A’
Ordinary shares.

3. a) To re-appoint as a director A. Q. Braime, who is
retiring by rotation in accordance with the
Company’s Articles of Association and, being
eligible, offers himself for re-election.

b) To re-appoint as a director C. O. Braime, who is
retiring by rotation in accordance with the
Company’s Articles of Association and, being
eligible, offers himself for re-election.

4. To re-appoint Kirk Newsholme as auditors, to hold
office from the conclusion of this meeting until the
conclusion of the next Annual General Meeting of
the company at which accounts are laid.

5. To authorise the directors to set the remuneration of

the auditors.

By order of the board,
A. Q. Braime Secretary
Hunslet Road, Leeds, LS10 1JZ

21st April  2016

4

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Notice of meeting continued

ACCOMPANYING NOTES

1. A member entitled to vote at the meeting is entitled
to appoint a proxy to attend and vote in his stead.
A proxy need not also be a member of the company.
A form of proxy which may be used to make such
appointment and give proxy instructions accompanies
this notice.

2. To be valid, the form of proxy must be received at
the company’s registered office at Hunslet Road,
Leeds LS10 1JZ by no later than 11:45 am on 8th
June 2016.

3. The return of a completed Form of Proxy will not

prevent a shareholder attending the Annual General
Meeting and voting in person if he/she wishes to
do so.

4. In accordance with the company’s Articles of

Association, holders of the ‘A’ Ordinary shares are
entitled to attend, but not to vote at this meeting.

5. There will be available for inspection at the registered
office during the company’s usual business hours
(Saturdays, Sundays and public holidays excluded)
from the date of this notice until the date of the
Annual General Meeting and for at least fifteen
minutes prior to and during the meeting:

A statement for the period of twelve months to
31st December 2015 of all transactions of each
director and, so far as he can reasonably ascertain,
of his family interests in the Ordinary shares of
the company.

The service contract of each executive director,
where applicable and the letter of appointment of
each non-executive director.

6. CREST members who wish to appoint a proxy or
proxies through the CREST electronic proxy
appointment service may do so for the Annual
General Meeting and any adjournment(s) thereof by
using the procedures described in the CREST
Manual. CREST Personal Members or other CREST
sponsored members, and those CREST members
who have appointed a service provider(s), should
refer to their CREST sponsor or voting service
provider(s), who will be able to take the appropriate
action on their behalf.

In order for a proxy appointment or instruction made
using the CREST service to be valid, the appropriate
CREST message (a ‘CREST Proxy Instruction’) must
be properly authenticated in accordance with
CRESTCo’s specifications, and must contain the
information required for such instruction, as
described in the CREST Manual. The message,
regardless of whether it constitutes the appointment
of a proxy or is an amendment to the instruction
given to a previously appointed proxy must, in order
to be valid, be transmitted so as to be received by
the issuer’s agent (ID 7RA11) by 11.30am on 8th
June 2016. For this purpose, the time of receipt will
be taken to be the time (as determined by the
timestamp applied to the message by the CREST
Application Host) from which the issuer’s agent is
able to retrieve the message by enquiry to CREST in
the manner prescribed by CREST. After this time any
change of instructions to proxies appointed through
CREST should be communicated to the appointee
through other means.

CREST members and, where applicable, their
CREST sponsors, or voting service providers should
note that CRESTCo does not make available special
procedures in CREST for any particular message.
Normal system timings and limitations will,
therefore, apply in relation to the input of CREST
Proxy Instructions. It is the responsibility of the
CREST member concerned to take (or, if the CREST
member is a CREST personal member, or sponsored
member, or has appointed a voting service provider,
to procure that his CREST sponsor or voting service
provider(s) take(s)) such action as shall be necessary
to ensure that a message is transmitted by means of
the CREST system by any particular time. In this
connection, CREST members and, where applicable,
their CREST sponsors or voting system providers are
referred, in particular, to those sections of the
CREST Manual concerning practical limitations of
the CREST system and timings.

The company may treat as invalid a CREST Proxy
Instruction in the circumstances set out in Regulation
35(5)(a) of the Uncertificated Securities Regulations
2001.

5

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Chairman’s statement

Overall performance of the group

Group sales revenue in 2015 maintained the consistent
growth seen in recent years, increasing by 9% in 2015
to £26.5m from £24.3m in 2014.

Operating profit however fell to £897,000 from
£1,236,000 in the previous year, as a result of the
negative effects on 4B Braime Components of the
steep fall in the value of the euro and a disappointing
performance from Braime Pressings.

The overall profit before tax rose to £1,950,000 from
£1,125,000, due to the exceptional circumstances
explained below. After deducting tax, the final profit
for the year nearly doubled to £1,542,000, compared
to £782,000 in 2014.

In view of the overall result, the directors have decided
to pay a second interim of 6.20p, leaving the total
dividends of 9.10p, unchanged from the previous year.

Exceptional issues in 2015

During the year, the group completed the sale to the
new University Technical College (UTC) of 1.15 acres
of the Hunslet Road site. This eliminated both the
annual running costs and the long term maintenance of
25% of the building.  The funds raised from the sale
have enabled the group to modernise the facilities of
the UK material handling business and considerably
improve its operating efficiency. 

The sale proceeds, plus an additional contribution
from the UTC towards the structural work required,
created a gain on disposal of £1,027,000 after taking
into account the professional and legal fees required to
facilitate the sale. Part of the proceeds were used to
fund the construction of a new fire wall separating our
facilities from the adjoining UTC building, reducing the
gain by a further £258,000. Tax arising on this gain
has been deferred against future capital investments
in the business.

During the year, a fire in Braime Pressings seriously
damaged a key automated press line. The group was
fully insured against both the damage caused to the
press, the additional costs incurred and the loss of
contribution as a result of having to source replacement
parts from a third party, based in the USA, to satisfy an
existing customer contract; up to 31st December 2015
these costs amounted to £243,000. Given the costs and
uncertainty involved in a repair, the insurance company
determined that the lower risk option to them was to
make a contribution of £375,000 towards the costs of a

new press line. This will be commissioned in the 1st
half of  2016 and the directors believe this will increase
both capacity and productivity of this production cell.

In line with generally accepted accounting practice,
the disposal of the damaged press, which was almost
fully depreciated and the contribution received, gives
rise to a further gain on disposal of £373,000. The
new press line will be capitalised once it has been fully
commissioned and then depreciated in line with
normal policy. The accountancy treatment of the
disposal has no effect on the tax charge.

Braime Pressings Limited

At an operating profit level, Braime Pressings Limited
recorded a loss in 2015, as despite the significant
investments in plant made in recent years, productivity
has recently declined. The company has addressed
this issue by the recruitment of new managers which
the directors believe will have a positive impact on
performance and quality. 

Pressings also faced unexpectedly high plant repairs
and a significant increase in energy costs, even though
the wiring was modernised throughout the facility and
energy saving lighting installed in 2014.

A number of improvements to the layout of the plant
were made in 2015. The tool room was relocated closer
to the production area and a new comprehensive
system of tool racking was installed. A temperature
controlled storage area has also been created for finished
parts and the heating system throughout the facility has
been modernised to improve the working environment.

The goods inwards and despatch areas have been
re-located from the front of the building directly
adjoining the dual carriageway leading to Leeds City
Centre to the quieter rear of the facility, giving better
vehicle accessibility and allowing for future increases in
capacity. This significantly improves efficiency as the
existing historic corner entrance was designed for
horse drawn carts in 1911! 

4B material handling division

On the whole, the overseas subsidiaries within the 4B
division increased both sales and profitability. The impact
of movements in foreign exchange rates affected the
apparent performance of a number of subsidiaries. The
contribution to the group from 4B Africa and 4B France
were both reduced by the depreciation in the value of
their trading currencies during 2015 when consolidated
in sterling into the group result.

6

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Chairman’s statement continued

On the other hand, the largest subsidiary, 4B
Components USA, had a good trading year and
benefited from the movement in the dollar exchange
rate which lowered the cost of imported goods and
increased the value of the subsidiary’s contribution to
the group.  

Unfortunately, the profitability of 4B Braime
Components in the UK was impacted by the fall of
around 15% in the value of the euro compared to
sterling. A large part of the sales of 4B Braime
Components to Eurozone customers are priced in
euros at the start of each year which meant that the fall
in the exchange rate significantly reduced the gross
margins achieved on sales in 2015.

The 4B division has for many years delivered
continuous annual growth and in 2015 sales surpassed
£22.5m; 4B is primarily a distribution business and
therefore "if you don’t have it, you won’t sell it". Given
the size of the product range, the long lead times and
the global nature of the business, this rate of growth in
sales inevitably puts upward pressure on stocks and
the group’s financial resources. The overall group
stock grew by £831,000 in 2015 and most of this
increase was within the 4B Division. Consequently,
stock control within the division will need to be
improved to enable the company to continue to invest
in new plant and products.

Finance and cash flow

The company ended 2015 with positive cash reserves
of £315,000; a net improvement of £464,000 over the
equivalent position at the end of 2014. 

The cash flow statement shows that the group’s working
capital position declined year on year by £596,000.
This has been caused by an increase in group stock of
£831,000 and a small increase in trade debtors and
other receivables of £94,000. This was only partly
offset by an increase in trade creditor and other
payables of £329,000.  

The increase in the group stock from £4,889,000 to
£5,720,000 represents a 17% increase year on year
compared to the 9% increase in sales achieved and this
is a primary reason for the substantial increase in
working capital. An immediate focus for 2016 will be to
reduce stock to its previous ratio relative to sales and
improved controls and processes are being put in
place to achieve this.

Capex

In 2015, the group invested £689,000 in plant and
equipment and motor vehicles. At 31st December 2015,
the group had on order further capital investments of
£427,000, made up largely of the new press line and
other projects to improve the effectiveness of its
manufacturing operations. Funds permitting, the group
has plans to make further investments which will
improve productivity, capacity, and quality control.

Staff

Staff are the group’s most important asset. Turnover in
staff is extremely low and the directors believe this
indicates the level of their loyalty and commitment.
Listening carefully to their ideas and encouraging their
proactive support is essential, in order to maintain both
the survival and the growth of the business in what are
ever more challenging circumstances. Management
continues to carefully invest in the employment of new
staff to strengthen further the group and are very
pleased to welcome them to the business.

Outlook

Truck components both for building new vehicles and
for their regular maintenance are the key product of
Braime Pressings and currently demand is running well
below last year due to the economic slowdown seen
across Europe.  

Demand for the range of 4B material components fell
in the last quarter of 2015 leading all subsidiaries to
express concerns for 2016. However, with the
exception of 4B Braime in the UK, where demand
remains subdued, the sales performance of the overseas
subsidiaries is exceeding last year and is more than
offsetting the effect of the underlying global downturn. 

The overall result for the group will continue to be
affected, as in recent years, by movements in the
exchange rates and the slowdown in the global
economy which are impossible to predict. The
underlying position of the group however, remains
positive due to its reputation and the quality of its
products and the services it offers.  

O. N. A. Braime, Chairman

21st April 2016

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T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Group strategic report

Principal activities and risks and uncertainties

Our business model

The focus of the manufacturing business is to produce
quality, technically demanding components. The use
of automated equipment allows us to produce in high
volumes whilst maintaining flexibility to respond to
customer demands.

The material handling components business operates
from a number of locations around the globe allowing
us to be close to our core markets. The focus of the
business is to provide innovative solutions drawing on
our expertise in material handling and access to a
broad product range.

The two segments are very different and serve
different markets, however together they add strength
and balance to the group.

Performance of Braime Pressings Limited,
manufacturer of deep drawn metal presswork

Sales revenues increased in the year although
disappointingly, the operational performance of the
company deteriorated. This was due to higher energy
costs, increases in repairs to plant and difficulties in
achieving the productivity gains anticipated. A number
of other one time issues and costs associated with the
sale of part of the site as well as the press fire were
incurred which further impacted performance.

At the start of 2016, the management team was
strengthened and a significant new press line will
be installed in the 1st half of 2016. We anticipate
both of these factors will allow us to make the
necessary improvements in productivity and to return
operating profit.

The group comprises two core segments; the
manufacture of deep drawn metal presswork, and the
distribution of material handling components and
monitoring equipment.

The metal presswork segment operates across several
industries including the automotive sector. The market
remains challenging due to pricing pressures
throughout the supply chain. The maintenance of the
TS16949 quality standard is important to the group
and allows it to access growing markets within the
automotive and other sectors. A process of continual
improvement in systems and processes reduces this
risk as well as providing increased flexibility to allow
the business to respond to customer requirements.
The company is exposed to medium to long term
fluctuations in steel prices and to mitigate this
volatility, the company fixes its prices with suppliers
where possible. 

The material handling components subsidiaries trade
from six countries and export to over fifty countries.
The division maintains its competitive edge in a price
sensitive market through the provision of engineering
expertise and by working closely with our suppliers to
supply innovative components of the highest standard.
In addition, ranges of complementary products are
sold into different industries. These monitoring systems
are developed and improved on a regular basis.

Exposure to customer credit risk is managed through
a variety of methods; credit insurance, credit checking
and the setting and monitoring of appropriate
credit limits.

The group has a centralised treasury function which
manages the group’s banking facilities and all lines of
funding. Forward contracts are used to hedge against
foreign exchange differences arising on cash flows in
currencies that differ from the operational entity’s
reporting currency. Liquidity risk is managed through
the matching of short and long term funding to the
needs of the business. Medium and long term cash
flow projections are prepared and regularly monitored. 

Further information on the group’s financial liabilities
and exposures are set out in note 17.

8

Group strategic report continued

Performance of the 4B division, world wide
distributor of components and monitoring
systems for the material handling industry

The 4B division continued to increase sales revenue in
2015 with growth across all the subsidiaries. This was
particularly encouraging given the movement in
exchange rates many of the subsidiaries had to
manage throughout the year. 

The outlook for 2016 remains positive with further
growth anticipated from our overseas subsidiaries. 

Taxation

The effective rate of tax is 21.00% (2014 – 30.50%).
The effective rate is above the standard UK tax rate of
20.25% (2014 – 21.50%) due to the blending effect of
the different rates of tax applied by each of the countries
in which the group operates. In any financial year the
effective rate will depend on the mix of countries in
which profits are made. 

Capital expenditure

In 2015, the group invested £689,000 in plant and
equipment continuing the recent substantial investment
in new manufacturing machinery. The plan for 2016 is
to complete the installation of the new press replacing
the one damaged by fire in 2015 and to make further
tactical investments in key equipment to maximize
productivity and improve flexibility and quality. 

Cash flow

Stock increased by £831,000 and debtors by the
smaller sum of £94,000; these calls on working capital
were partly offset by an increase in our creditors of
£329,000. In total the business generated funds from
operations of £434,000  net of the movement in
working capital.  

The sale of part of the Hunslet Road site to UTC
generated net disposal proceeds of £794,000, the fire
which damaged the Benelli press during the year
resulted in the disposal of the press and an insurance
claim for £375,000. The business made use of these
funds to make capital expenditure investments of
£1,010,000 and repay £301,000 of borrowings.

After the payment of other financial costs and the
dividend, the net cash position was £316,000; a net
inflow of £464,000.

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Bank facilities

The group’s operating banking facilities are renewed
annually. The arrangements with HSBC provide
sufficient headroom to the group and have allowed us
to make the necessary investments in the year.

Balance sheet

Net assets of the group have increased to £8.6 million
(2014 – £7.4 million), this is due to the strong profit
performance in the year. A foreign exchange loss of
£ (147,000) (2014 – £11,000 gain) was recorded on
the re-translation of the net assets of the overseas
operations.   

Key performance indicators

The group uses certain key performance indicators to
assess the performance of the group as a whole and of
the individual businesses. The financial KPIs comprise
turnover growth, product and customer margins and
operating net profit as demonstrated in note 3 in the
financial statements. Key balance sheet indicators such
as inventory levels, inventory aging, stock turnover
and debtor days are monitored monthly for both the
group and individual entities. The operational KPIs
comprise on time delivery achievement, component
quality and rejection rates and labour utilisation.

Environment

The group’s policy with regard to the environment is
to understand and effectively manage the actual and
potential environmental impact of our activities.
Operations are conducted such that we comply with
all legal requirements relating to the environment in
all areas where we carry out our business. During the
period of this report the group has not incurred any
fines or penalties or been investigated for any breach
of environmental regulations.

9

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Group strategic report continued

Employees

The quality and commitment of our people has played
a major role in our business success. This has been
demonstrated in many ways, including improvements
in customer satisfaction, the development of our
product lines and the flexibility they have shown in
adapting to changing business requirements. Employee
performance is aligned to the achievement of goals set
within each subsidiary and is rewarded accordingly.
Employees are encouraged to use their skills to best
effect and are offered training either externally or
internally to achieve this.

Research and development

The group continues to invest in research and
development. This has resulted in improvements in
the products which will benefit the group in the
medium to long term.

O. N. A. Braime, Director

21st April  2016

10

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Directors’ report

The directors present their annual report and financial statements for the year ended 31st December 2015.

RESULTS AND DIVIDENDS

The profit for the year after taxation and transferred to reserves was £1,541,534 (2014 – £782,129). No dividend
is to be proposed at the Annual General Meeting.

DIRECTORS

The directors who served during the year and their beneficial interests in the shares of the company are detailed
below:

O. N. A. Braime
Ordinary shares
P. J. O. Alcock
Ordinary shares
‘A’ Ordinary shares
A. W. Walker
Ordinary shares
‘A’ Ordinary shares
A. Q. Braime
Ordinary shares
C. O. Braime
Ordinary shares
M. L. Mills
‘A’ Ordinary shares

31st December 2015

1st January 2015 

143,400 

143,400 

1,000 
5,000

100
300

35,175 

35,175

400

1,000 
5,000 

100 
300 

35,175 

35,175 

400 

In accordance with the company’s Articles of Association A. Q. Braime and C. O. Braime retire by rotation and,
being eligible offer themselves for re-election. 

M. L. Mills resigned on 24th February 2016 and ceased to be a director from this date.

None of the directors had a beneficial interest in any contract to which the company or a subsidiary company was
a party during the financial year.

The company has made qualifying third party indemnity provisions for the benefit of its directors and officers.

11

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Directors’ report continued

SUBSTANTIAL SHAREHOLDINGS

The company has been notified that as at 30th March 2016, apart from the directors, only the following persons
are beneficially interested in more than 3% of the Ordinary shares of the company:

J M Finn Nominees Limited
Ferlim Nominees Limited Des. POOLED
Mrs P. V. Smith
Mrs L. V. Deacon
Mr. M. C. J. Barnes

Ordinary 
shares held 
71,000 
39,883 
27,500 
24,000 
16,555 

Percentage
14.79% 
8.30% 
5.73% 
5.00% 
3.45% 

12

Directors’ report continued

CORPORATE GOVERNANCE 

As an AIM listed group T.F. & J.H. Braime (Holdings)
P.L.C. is not required to comply with the Corporate
Governance Code 2014. However, the group applies
those principles of good governance it believes
appropriate to a group of this size.

INTERNAL CONTROLS

The board is responsible for the group’s system of
internal control and reviewing its effectiveness.
Identification and evaluation of risks is an integral part
of the board’s planning process. Controls within the
group are designed to provide the board with
reasonable assurance regarding the maintenance of
proper accounting records, the reliability of financial
information and the safeguarding of assets. The group’s
system of internal control is designed to manage rather
than eliminate the risk of failure to achieve business
objectives. It can only provide reasonable and not
absolute assurance against material loss or misstatement.
The board considers that the size of the group does
not justify an internal audit function, but continues to
keep the need for an internal audit function under
review. The board has conducted a review of the
effectiveness of the company’s risk management and
internal control systems.

GOING CONCERN

The group’s business activities, together with the factors
likely to affect its future development, performance
and position are set out in the group strategic report on
pages 8 to 10. The financial position of the group, its
cash flows, liquidity position and borrowing facilities
are also described in the group strategic report. In
addition, note 17 to the financial statements includes
the group’s objectives, policies and processes for
managing its capital; its financial risk management
objectives; details of its financial instruments and
hedging activities; and its exposure to credit risk and
liquidity risk.

Growth is being seen in many of the geographic areas
in which the group operates. However, the strength of
the recovery in certain markets, particularly the UK,
continues to be concerning and this creates uncertainty
over the level of future demand for the group’s
products and services. The exchange rate between
sterling, the US dollar and the euro and the price of
raw materials provides further uncertainty.

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

The group's net cash figure increased from an
overdrawn opening figure of £(148,219) to a credit
position of £315,980 as at 31st December 2015. 

During the period the group funding of working capital
increased by £595,974 principally arising from an
increase in inventory which was only partly offset by
increases in trade and other payables. Overall cash
derived from operating activities generated £434,192
net of the increased working capital funding.

The net cash received from the sale of part of the site to
UTC during the year has been largely reinvested in the
infrastructure and plant at the Leeds manufacturing site. 

At 31st December 2015, the available headroom
within the group’s borrowing facilities amounted to
£1,142,497. The directors are of the continued view
that through its group banking partner it has sufficient
access to financial resources.

The group has contracts with a number of customers
and suppliers across different geographic areas and
industries which act to mitigate the volatility in any one
area. The group’s forecasts and projections, taking
account reasonably possible changes in trading
performance, show that there is no substantial risk that
the group will not be able to operate within the level of
its current facilities.

After due consideration, the directors confirm that
they have a reasonable expectation that the company
and the group have adequate resources to continue in
operational existence for the foreseeable future.
Accordingly, they continue to adopt the going concern
basis in preparing the company’s and the group’s
financial statements.

13

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Directors’ report continued

STATEMENT OF DIRECTORS’ RESPONSIBILITIES

The directors are responsible for preparing the annual
report, the directors’ report, the directors’ remuneration
report and the financial statements in accordance with
applicable laws and regulations.

The directors are responsible for the maintenance and
integrity of the company’s website. Legislation in the
United Kingdom governing the preparation and
dissemination of financial statements may differ from
legislation in other jurisdictions.

Company law requires the directors to prepare financial
statements for each financial year. Under that law the
directors have prepared the group financial statements
in accordance with International Financial Reporting
Standards (IFRSs) as adopted by the European Union
and the rules of the London Stock Exchange for
companies trading on the AIM. The directors have
chosen to prepare financial statements for the company
in accordance with UK Generally Accepted Accounting
Practice. 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 group and the company and of the
profit or loss of the group for that period.  

Each of the directors at the date of this report
confirms that:

(a) so far as the director is aware, there is no relevant
audit information of which the company’s auditors
are unaware; and

(b) he 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.

This confirmation is given and should be interpreted in
accordance with the provision of Section 418 of the
Companies Act 2006.

In preparing these financial statements, the directors
are required to:

• select suitable accounting policies and then apply

them consistently;

SUBSCRIPTIONS AND DONATIONS

Charitable donations amounting to £2,233 (2014 -
£1,000) were paid during the year. There were no
donations to political organisations.

• make judgements and accounting estimates that are

reasonable and prudent;

AUDITORS

A resolution proposing Kirk Newsholme be 
re-appointed as auditors of the company will be
put to the Annual General Meeting.

By order of the board
A. Q. Braime Director

21st April 2016

• state whether applicable United Kingdom Accounting
Standards have been followed by the parent company
and applicable IFRSs as adopted by the European
Union have been followed by the group, subject to
any material departures disclosed and explained in
the financial statements; and

• 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 group’s and company’s transactions and
disclose with reasonable accuracy at any time the
financial position of the group and company and to
enable them to ensure that the financial statements
and the directors’ remuneration report comply with the
Companies Act 2006 and, as regards the group
financial statements, Article 4 of the IAS Regulation.
They are also responsible for safeguarding the assets
of the group and the company and hence for taking
reasonable steps for the prevention and detection of
fraud and other irregularities.

14

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Directors’ remuneration report

INFORMATION NOT SUBJECT TO AUDIT

Service contracts

The executive directors do not have service contracts
with the company or its subsidiaries. The executive
directors are subject to election by the shareholders at
the first Annual General Meeting following their
appointment and thereafter at least at every third
subsequent Annual General Meeting. No compensation
other than that prescribed by legislation is payable on
termination of their employment.

Mr. P. J. O. Alcock’s service contract, as a non-executive
director, expires annually on 10th January. The renewal
of this contract is subject to approval of the whole
board and has been approved for a further twelve
months to 10th January 2017. 

The renewal of Mr. A. W. Walker’s service contract is
subject to approval of the whole board and has been
approved for a further three years to 30th March 2019.

The purpose of this report is to inform shareholders of
the company’s policy with regard to executive
remuneration and to provide full details of the salary
and other benefits received by individual directors.
The directors have adopted the principles of good
governance as set out in the Combined Code and the
Directors’ Remuneration Report Regulations 2002.
However, following the company’s move to AIM
compliance with this report is no longer mandatory.

Remuneration committee

Executive directors’ pay is subject to the decision of
the whole board and not of a separate remuneration
committee. The directors believe that this is adequate
for a group of this size.

Statement of company’s policy on directors’
remuneration

The board’s policy is that the remuneration of the
directors should reflect market rates applicable to a
business of its size and complexity. This information is
assessed by the board based on their commercial
contacts within the industry and the local business
community. It is intended that this policy will
remain in place for the following financial year and
subsequent periods.

There are no formal performance related elements,
entitlements to share options or entitlements under
long-term incentive plans in directors’ remuneration.
All employees of the group, including directors, may
however receive a discretionary bonus which reflects
the results of the group.

The only elements of remuneration that are
pensionable are salary and bonuses.

There are no performance conditions relating to the
non-executive directors’ fees.

15

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Directors’ remuneration report continued

INFORMATION SUBJECT TO AUDIT

Directors’ remuneration

The remuneration of the individual directors who served during the period was as follows:

Estimated
taxable
value of
benefits
in kind 
£ 

Fees 
£ 

Salary 
£ 

Total
2015
£ 

Total
2014 
£ 

Pension
contributions
2014 
£ 

2015
£

- 
- 
- 
- 

184,872 
94,495 
94,510 
104,690 

3,266 
1,257 
883 
1,400 

188,138
95,752
95,393
106,090

178,258 
86,301 
85,913 
97,232 

-
9,727
9,727
8,901

2,236 
8,264 
8,264 
8,067 

24,000 
24,000 
48,000 

- 
- 
478,567 

- 
- 
6,806 

24,000
24,000
533,373

21,000 
21,000 
489,704 

-
-
28,355

- 
- 
26,831 

Executive directors
O. N .A. Braime
A. Q. Braime
C. O. Braime
M. L. Mills

P. J. O. Alcock
A. W. Walker

Paid by the company

48,000

48,000

42,000 

The estimated taxable value of benefits in kind includes private medical cover. Pension contributions represent
amounts paid to defined contribution pension schemes.

Pension benefits 

Benefits under the defined benefits scheme are as follows:

O. N. A. Braime

Approval

Normal

age

retirement Accrued
benefit
£ 
75,000 

65

Pension
input
amount
£ 
(13,594)

The directors’ remuneration report was approved by the board on 21st April 2016.

A. Q. Braime, Director

16

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Independent auditors’ report

TO THE SHAREHOLDERS OF
T.F. & J.H. BRAIME (HOLDINGS) P.L.C.

We have audited the financial statements of T.F. & J.H.
Braime (Holdings) P.L.C. for the year ended 31st
December 2015 which comprise the consolidated
income statement, the consolidated statement of
comprehensive income, the consolidated and parent
company balance sheets, the consolidated cash flow
statement, the consolidated and parent company
statement of changes in equity and the related notes.
The financial reporting framework that has been
applied in the preparation of the group financial
statements is applicable law and International Financial
Reporting Standards (IFRSs) as adopted by the
European Union. The financial reporting framework
that has been applied in the preparation of the parent
company financial statements is applicable law and
United Kingdom Accounting Standards (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. 

Respective responsibilities of directors
and auditors 

As explained more fully in the statement of directors'
responsibilities set out on page 14, the directors are
responsible for the preparation of the financial
statements and for being satisfied that they give a true
and fair view. Our responsibility is to audit and express
an opinion on the financial statements in accordance
with applicable law and International Standards on
Auditing (UK and Ireland). Those standards require us
to comply with the Auditing Practices Board's Ethical
Standards for Auditors. 

Scope of the audit of the financial statements

An audit involves obtaining evidence about the
amounts and disclosures in the financial statements
sufficient to give reasonable assurance that the financial
statements are free from material misstatement,
whether caused by fraud or error. This includes an
assessment of; whether the accounting policies are
appropriate to the group’s and the parent company’s
circumstances and have been consistently applied and
adequately disclosed; the reasonableness of significant
accounting estimates made by the directors; and the
overall presentation of the financial statements. In
addition, we read all the financial and non-financial
information in the Chairman’s Statement, Group
Strategic Report and the Report of the Directors to
identify material inconsistencies with the audited
financial statements and to identify any information that
is apparently materially incorrect based on, or materially
inconsistent with, the knowledge acquired by us in the
course of performing the audit. If we become aware of
any apparent material misstatements or inconsistencies
we consider the implications for our report.

Opinion on financial statements

In our opinion:

• the financial statements give a true and fair view of

the state of the group’s and of the parent company’s
affairs as at 31st December 2015 and of the group’s
profit for the year then ended;

• the group financial statements have been properly
prepared in accordance with IFRSs as adopted by
the European Union;

• the parent company financial statements have
been properly prepared in accordance with
United Kingdom Generally Accepted Accounting
Practice; and

• the financial statements have been prepared in

accordance with the requirements of the Companies
Act 2006; and, as regards the group financial
statements, Article 4 of the IAS Regulation.

17

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Independent auditors’ report continued

Opinion on other matter prescribed by the
Companies Act 2006 

In our opinion:

• the information given in the Chairman’s Statement,

Group Strategic Report and the Report of the
Directors for the financial year for which the
financial statements are prepared is consistent with
the financial statements.

Matters on which we are required to report
by exception 

We have nothing to report in respect of the following:

Under the Companies Act 2006 we are required to
report to you, if, in our opinion:

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

• the parent company 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.

Other matters

The company voluntarily prepares a directors’
remuneration report in accordance with the provisions
of the Companies Act 2006. The directors have
requested that we audit the part of the directors
remuneration report specified by the Companies Act
2006 to be audited as if the company were a listed
company. In our opinion the part of the directors
remuneration report to be audited has been properly
prepared in accordance with the Companies Act 2006. 

Mark Templeton BSc FCA
(Senior Statutory Auditor),
for and on behalf of Kirk Newsholme,
Chartered Accountants and Statutory Auditors,
4315 Park Approach,
Thorpe Park,
Leeds,
LS15 8GB.

21st April 2016

18

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Consolidated income statement
for the year ended 31st December 2015

Revenue

Changes in inventories of finished goods and work in progress
Raw materials and consumables used
Employee benefits costs
Depreciation expense
Other expenses

Profit from operations

Profit on disposal of tangible fixed assets
Finance costs
Finance income

Profit before tax

Tax expense

Profit for the year

Profit attributable to:
Owners of the parent
Non-controlling interests

Note

2015
£

2014 
£ 

6

2

4
4

5

26,470,084

24,291,700

886,480
(15,529,776)
(6,022,492)
(758,589)
(4,148,272)

161,071 
(13,535,766)
(5,309,357)
(564,244)
(3,807,604)

897,435

1,235,800

1,158,140
(116,830)
11,726

2,796
(115,291)
2,164

1,950,471

1,125,469

(408,937)

(343,340)

1,541,534

782,129

1,584,748
(43,214)

864,011
(81,882)

1,541,534

782,129

Basic and diluted earnings per share

18

107.05p

54.31p

Consolidated statement of comprehensive income
for the year ended 31st December 2015

Note

2015
£

2014 
£ 

Profit for the year

1,541,534

782,129 

Items that will not be reclassified subsequently to profit or loss
Net pension remeasurement gain on post employment benefits

19.11

10,000

44,000 

Items that may be reclassified subsequently to profit or loss
Foreign exchange (losses)/gains on re-translation of overseas operations

Other comprehensive income for the year

Total comprehensive income for the year

Total comprehensive income attributable to:
Owners of the parent
Non-controlling interests

(146,822)

10,819 

(136,822)

54,819 

1,404,712

836,948 

1,447,926
(43,214)

918,830 
(81,882)

1,404,712

836,948 

The foreign currency movements arise on the re-translation of overseas subsidiaries’ opening balance sheets at
closing rates.

19

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Consolidated balance sheet
at 31st December 2015

Assets
Non-current assets
Property, plant and equipment
Goodwill
Financial assets
Total non-current assets

Current assets
Inventories
Trade and other receivables
Financial assets
Cash and cash equivalents
Total current assets

Total assets

Liabilities
Current liabilities
Bank overdraft
Trade and other payables
Other financial liabilities
Corporation tax liability
Total current liabilities

Non-current liabilities
Financial liabilities
Deferred income tax liability
Total non-current liabilities

Total liabilities

Total net assets

Note

2015
£

2015
£

2014 
£ 

2014
£

7

9

10
11
9

12
13

4,677,456
12,270
51,877

5,719,654
5,005,099
57,777
931,018

615,038
4,053,220
1,498,171
66,854

4,056,506 
12,270 
101,853 

4,741,603

4,170,629

4,888,183 
4,911,108 
98,147 
1,357,769 

11,713,548

16,455,151

11,255,207

15,425,836

1,505,988 
3,752,594 
1,323,095 
187,054 

6,233,283

6,768,731 

14
15

1,363,524
230,235

1,111,045 
191,623 

1,593,759

7,827,042

8,628,109

Capital and reserves attributable to equity holders of the parent company

16

Share capital
Capital reserve
Foreign exchange reserve
Retained earnings
Total equity attributable to the shareholders of the parent
Non-controlling interests

Total equity

360,000
257,319
(58,581)
8,194,467
8,753,205
(125,096)

8,628,109

1,302,668 

8,071,399

7,354,437 

360,000 
257,319 
88,241 
6,730,759 
7,436,319 
(81,882)

7,354,437 

The financial statements on pages 19 to 50 were approved and authorised for issue by the board of directors on
21st April 2016 and were signed on its behalf by:

O. N. A. Braime, Director

A. Q. Braime, Director

Company Registration Number 488001

The notes on pages 23 to 50 form part of these financial statements

20

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Consolidated cash flow statement
for the year ended 31st December 2015

Operating activities
Net profit
Adjustments for:
Depreciation
Grants amortised
Foreign exchange (losses)/gains
Finance income
Finance expense
Gain on sale of land and buildings, plant,
machinery and motor vehicles
Adjustment in respect of
defined benefits scheme
Income tax expense
Income taxes paid

Operating profit before changes in
working capital and provisions

Note

2015 
£ 

2015
£

2014 
£ 

1,541,534

2014 
£ 

782,129 

7

4
4

5

758,589 
(1,656)
(146,677)
(11,726)
116,830 

(1,158,140)

13,000 
408,937 
(490,525)

564,244 
(1,656)
15,279
(2,164)
115,291

(2,796)

46,000 
343,340 
(41,685)

(511,368)

1,030,166 

1,035,853

1,817,982

Increase in trade and other receivables
Increase in inventories
Increase in trade and other payables

(93,991)
(831,471)
329,488

(1,044,846)
(68,983)
1,114,877

Cash generated from operations

Investing activities
Purchases of property, plant,
machinery and motor vehicles
Sale of land and buildings, plant,
machinery and motor vehicles
Interest received

Financing activities
Proceeds from long term borrowings
Loan financing repayments/(provided)
Repayment of borrowings
Repayment of hire purchase creditors
Interest paid
Dividends paid

Increase/(decrease) in cash and
cash equivalents
Cash and cash equivalents,
beginning of period
Cash and cash equivalents,
end of period

(595,974)
434,192

1,048
1,819,030

(1,010,401)

(1,368,985)

1,190,561
8,726

300,000
90,346
(171,020)
(130,335)
(116,830)
(131,040)

14,540
164

188,886

(1,354,281)

200,000
(200,000)
(272,688)
(170,231)
(115,291)
(131,040)

(158,879)

464,199

(148,219)

315,980

(689,250)

(224,501)

76,282

(148,219)

21

The notes on pages 23 to 50 form part of these financial statements

21

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Consolidated statement of changes in equity
for the year ended 31st December 2015

Note

Share
Capital
£

Capital
Reserve
£

Foreign
Exchange
Reserve
£

Retained
Earnings
£

Non-
Controlling
Interests
£

Total
£

Total
Equity
£

Balance at 1st January 2014

360,000

77,319 

77,422  6,156,288 6,671,029

-

6,671,029 

Comprehensive income
Profit

Other comprehensive income
Net pension remeasurement gain
recognised directly in equity
Foreign exchange gain on re-translation
of overseas subsidiaries consolidated
operations
Total other comprehensive income
Total comprehensive income

Transactions with owners
Dividends
Cancellation of Preference shares
Total transactions with owners

19.11

18

-

-

-
-
-

-
-
-

-

-

-
-
-

-

-

864,011

864,011

(81,882)

782,129

44,000

44,000

-

44,000

10,819
10,819
10,819

-
44,000
908,011

10,819
54,819
918,830

-
-
(81,882)

10,819
54,819
836,948

-
180,000
180,000

-
-
-

(131,040)
(202,500)
(333,540)

(131,040)
(22,500)
(153,540)

-
-
-

(131,040)
(22,500)
(153,540)

Balance at 1st January 2015

360,000

257,319

88,241 6,730,759 7,436,319

(81,882) 7,354,437

Comprehensive income
Profit

Other comprehensive income
Net pension remeasurement gain
recognised directly in equity
Foreign exchange losses on re-translation
of overseas subsidiaries consolidated
operations
Total other comprehensive income
Total comprehensive income

19.11

Transactions with owners
Dividends
Cancellation of Preference shares
Total transactions with owners

18

-

-

-
-
-

-
-
-

-

-

-
-
-

-
-
-

- 1,584,748 1,584,748

(43,214) 1,541,534

-

10,000

10,000

-

10,000

(146,822)
(146,822)
(146,822)
10,000 (136,822)
(146,822) 1,594,748 1,447,926

-

-
-

(146,822)
(136,822)
(43,214) 1,404,712

-
-
-

(131,040)
-
(131,040)

(131,040)
-
(131,040)

-
-
-

(131,040)
-
(131,040)

Balance at 31st December 2015

360,000

257,319

(58,581) 8,194,467 8,753,205

(125,096) 8,628,109

The capital reserve arose on the listing of the company’s shares on the London Stock Exchange and the cancellation of the 180,000 5%
Cumulative Preference shares at a redemption price of £1.125 per share. The foreign exchange reserve relates to the differences arising on
the re-translation of overseas subsidiaries consolidated within the group financial statements. The retained earnings reserve includes the
accumulated profit and losses of the group.

There was no movement in the share capital of the company.

22

Notes to the accounts

1.

ACCOUNTING POLICIES

1.1 General company information

T.F. & J.H. Braime (Holdings) P.L.C. (‘the company’)
and its subsidiaries (together ‘the group’) manufacture
metal presswork and handle the distribution of bulk
material handling components through trading from
locations in Australia, England, France, South Africa,
Thailand and the United States.

The company is incorporated and domiciled in the
UK.  The company’s registered number is 488001.
The address of its registered office is Hunslet Road,
Leeds, LS10 1JZ.

The company is a public limited company and has
its primary listing on the AIM division of the London
Stock Exchange.

The group consolidated financial statements were
authorised for issue by the board on 21st April 2016.

1.2 Basis of preparation

The principal accounting policies adopted in the
preparation of the consolidated financial statements
are set out below. The policies have been consistently
applied to all the years presented, unless otherwise
stated.  

These consolidated financial statements have been
prepared in accordance with International Financial
Reporting Standards as adopted by the European Union
(IFRSs as adopted by the EU), IFRIC interpretations
and the Companies Act 2006 applicable to companies
reporting under IFRS. The consolidated financial
statements have been prepared under the historical
cost convention.

The preparation of financial statements in conformity
with IFRS requires the use of certain critical
accounting estimates. The areas involving a higher
degree of judgement or complexity, or areas where
assumptions and estimates are significant to the
consolidated financial statements are disclosed in
paragraph 1.3 below entitled critical accounting
estimates and assumptions.

The company has elected to prepare its parent
company financial statements in accordance with UK
GAAP; these are presented on pages 51 to 58.

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

1.3 Critical accounting estimates and
assumptions

Estimates and judgements are continually evaluated
and are based on historical experience and other
factors, including expectations of future events that are
believed to be reasonable under the circumstances. 

The group makes estimates and assumptions
concerning the future. The resulting accounting
estimates will, by definition seldom equal the actual
results. The estimates and assumptions that have a
significant risk of causing a material adjustment to the
carrying amounts of assets and liabilities within the
next financial year are discussed below:

Retirement benefit obligations
The group operates a defined benefit pension scheme
(note 19). Asset valuations are based on the fair value of
the assets. The valuation of the liabilities of the scheme
are based on statistical and actuarial calculations, using
various assumptions including discount rates, future
salary and pension increases, life expectancy of scheme
members and cash commutations. The actuarial
assumptions may differ materially from actual
experience due to changes in economic and market
conditions, variations in actual mortality, higher or
lower cash withdrawal rates and other changes in
factors assessed. Any of these differences could impact
the assets or liabilities recognised in the balance sheet
in future periods.

Inventory
Inventories are stated at the lower of cost and net
realisable value. The assessment of net realisable value
requires forecasts of future demand and the selling
prices of inventory. 

23

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Notes to the accounts continued

1.4 Changes to accounting policy and
disclosure

(a) New and amended standards adopted by

the group.

The application of these standards and interpretations
is not expected to have a material impact on the
group’s reported financial performance or position.
However, they may give rise to additional disclosures
being made in the financial statements.

The group has adopted the following new and
amended IFRS’s as of 1st January 2015.

1.5     Revenue

• IAS 19, ‘Defined benefit plans: Employee

contributions’; effective on or after 1st July 2014.
• Annual improvements 2010 – 2012 cycle IFRS2,
IFRS3, IFRS8, IFRS13, IAS16, IAS38 and IAS24;
effective on or after 1st July 2014.

• Annual improvements 2011 – 2013 cycle IFRS1,

Revenue arises solely from sale of goods net of
local taxes.

Revenue is recognised when the risks and rewards of
owning the goods have passed to the customer, which
is generally on delivery.

IFRS3, IFRS13 and IAS40.

1.6 Basis of consolidation 

The impact of these new and amended IFRS’s has not
had a material impact on these financial statements.

(b) New standards, amendments and interpretations
issued but not effective for the financial year
beginning 1st January 2015 and not early adopted.

• IFRS9, ‘Financial instruments’; effective on or after

1st January 2018.

• IFRS14, ‘Regulatory deferral accounts’; effective

on or after 1st January 2016. 

• IFRS15, ‘Revenue from contracts with customers’;

effective on or after 1st January 2018.

• Amendments to IAS16 and IAS38 ‘Clarification of

acceptable methods of depreciation and
amortisation’; effective on or after 1st January 2016.

• Amendments to IFRS11 ‘Accounting for

acquisitions of interests in joint operations’;
effective on or after 1st January 2016.

• Amendment to IAS27 ‘Equity method in separate

financial statements’; effective on or after
1st January 2016.

• IAS1 ‘Disclosure initiative’; effective on or after

1st January 2016.

• Annual improvements to IFRS’s 2012-14 cycle
IFRS5, IFRS7, IAS19 and IAS34; effective on or
after 1st January 2016.

Subsidiaries are all entities over which the group has
the power to govern the financial and operating
policies generally accompanying a shareholding of
more than one half of the voting rights. Subsidiaries
are fully consolidated from the date on which control is
transferred to the group. They are de-consolidated
from the date that control ceases. The consolidated
financial statements of T.F. & J.H. Braime (Holdings)
P.L.C. incorporate the financial statements of the
parent company as well as those entities controlled by
the group by full consolidation.

The group uses the acquisition method of accounting
to account for business combinations. The
consideration transferred for the acquisition of a
subsidiary is the fair values of the assets transferred,
the liabilities incurred and the equity interests issued
by the group. The consideration transferred includes
the fair value of any asset or liability resulting from a
contingent consideration arrangement. Acquisition
related costs are expensed as incurred. Identifiable
assets acquired and liabilities and contingent liabilities
assumed in a business combination are measured
initially at their fair values at the acquisition date. On an
acquisition-by-acquisition basis, the group recognises
any non-controlling interest in the acquiree either at
fair value or at the non-controlling interest’s
proportionate share of the acquiree’s net assets.

24

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Notes to the accounts continued

The excess of the consideration transferred, the
amount of any non-controlling interest in the acquiree
and the acquisition date fair value of any previous
equity interest in the acquiree over the fair value of the
group’s share of the identifiable net assets acquired is
recorded as goodwill. If this is less than the fair value of
the net assets of the subsidiary acquired in the case of
a bargain purchase, the difference is recognised
directly in profit or loss.

Inter-company transactions, balances and unrealised
gains on transactions between group companies are
eliminated. Unrealised losses are also eliminated.

Accounting policies of subsidiaries have been changed
where necessary to ensure consistency with the
policies adopted by the group.

Non-controlling interests in the net assets of the
consolidated subsidiaries are identified separately from
the group’s equity therein. Non-controlling interests
consist of the amount of those interests at the date of
the original business combination and the minority’s
share of changes in equity since the date of the
combination. Where losses are accumulated, all
earnings and losses of the subsidiaries are attributed to
the parent and the non-controlling interest in
proportion to their ownership.

1.7 Foreign currency

T.F. & J.H. Braime (Holdings) P.L.C. consolidated
financial statements are presented in sterling (£),
which is also the functional currency of the parent
company.

In the separate financial statements of the consolidated
entities, foreign currency transactions are translated
into the functional currency of the individual entity
using the month end exchange rates as an
approximation to that prevailing at the dates of the
transactions (spot exchange rate). Foreign exchange
gains and losses resulting from the settlement of such
transactions and from the translation of monetary
assets and liabilities at year-end exchange rates are
recognised in the income statement under ‘other
income’ or ‘other expenses’, respectively.

In the consolidated financial statements, all separate
financial statements of subsidiaries originally presented
in a currency different from the group’s presentation
currency, have been converted into sterling. Assets
and liabilities have been translated into sterling at the
closing rate at the balance sheet date. Income and
expenses have been converted into the group’s
presentation currency using the exchange rates
prevailing at the dates of the transactions. Any
differences arising from this procedure have been
charged/(credited) to the currency translation reserve
in equity.

1.8 Financial assets

The group considers that its financial assets comprise
loans and receivables only. These assets are non-
derivative financial assets with fixed or determinable
payments, not quoted in an active market. They arise
principally through the provision of goods and services
to customers (trade debtors) but also incorporate other
types of contractual monetary assets. They are carried
at cost less provision for impairment.

Impairment provisions are recognised when there is
objective evidence (such as significant financial
difficulties on the part of the counterparty or default or
significant delay in payment) that the group will be
unable to collect all of the amounts due under the
terms receivable, the amount of such a provision being
the difference between the net carrying amount and
the present value of the future expected cash flows
associated with the impaired receivable. For trade
receivables, which are reported net, such provisions
are recorded in a separate allowance account with the
loss being recognised within administrative expenses
in the income statement. On confirmation that the
trade receivable will not be collectable, the gross
carrying value of the asset is written off against the
associated provision.

Financial assets are recognised when the group enters
into a contractual agreement with a third party through
an instrument. All interest received is recognised as
finance income in the income statement.

25

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Notes to the accounts continued

1.9 Financial liabilities

The group’s financial liabilities include bank loans and
overdrafts, other loans, trade and other payables,
finance leasing liabilities and forward currency contracts.
They are included in balance sheet line items ‘bank
overdraft’, ‘trade and other payables’, ‘long-term
financial liabilities’ and ‘other financial liabilities’.

Financial liabilities are recognised when the group
becomes a party to the contractual agreements of the
instrument. All interest related charges are recognised
as an expense in ‘finance cost’ in the income statement.

Bank loans are raised for support of long term funding
of the group’s operations. They are recognised at fair
value, net of direct issue costs. Finance charges,
including premiums payable on settlement or
redemption and direct issue costs, are charged to the
income statement using the effective interest method
and are added to the carrying amount of the
instrument to the extent that they are not settled in the
period in which they arise.

Forward currency contracts are held at fair value and
are used to hedge exchange risk arising on foreign
currency transactions denominated in a currency other
than the transacting entities’ functional currency. No
adjustment is made for the fair value of forward
currency contracts where such adjustment is clearly
not material to the results presented in the financial
statements (note 17)

Trade payables are recognised initially at their fair value
and subsequently measured at amortised cost less
settlement payments.

1.10 Cash and cash equivalents

Cash and cash equivalents include cash at bank and in
hand as well as short term highly liquid investments
such as money market instruments and bank deposits.
For the purposes of the cash flow statement cash and
cash equivalents include bank overdrafts.

1.11 Borrowing costs

All borrowing costs are expensed as incurred.

1.12 Pension obligations and short term
employee benefits

Pensions to employees are provided through a defined
benefit plan as well as a defined contribution plan.

A defined benefit plan is a pension plan that defines an
amount of pension benefit that an employee will
receive on retirement, usually dependent on one or
more factors such as age, years of service and salary.
The legal obligation for any benefits from this kind of
pension plan remains with the group, even if the plan
assets for funding the defined benefit plan have been
acquired. Plan assets may include assets specifically
designated to a long term benefit fund as well as
qualifying insurance policies.

A defined contribution plan is a pension plan under
which the group pays fixed contributions into an
independent entity. The group has no legal or
constructive obligations to pay further contributions
after payment of the fixed contribution.

The asset or liability recognised in the balance sheet
for defined benefit pension plans is the present value
of the defined benefit obligation (DBO) at the balance
sheet date less the fair value of plan assets, together
with adjustments for past service costs. The DBO is
calculated annually by independent actuaries using the
projected unit credit method. The present value of the
DBO is determined by discounting the estimated
future cash outflows using interest rates of high quality
corporate bonds that are denominated in the currency
in which the benefits will be paid and that have terms
to maturity approximating to the terms of the related
pension liability.

Remeasurement gains and losses are recognised
immediately and in full in the statement of
comprehensive income. Past service costs are
recognised immediately in the consolidated income
statement, unless the changes to the pension plan are
conditional on the employees remaining in service for a
specified period of time (the vesting period). In this
case, the past service costs are amortised on a straight-
line basis over the vesting period.

26

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Notes to the accounts continued

The contribution recognised in respect of defined
contribution plans are expensed as they fall due.
Liabilities and assets may be recognised if
underpayment or prepayment has occurred and are
included in current liabilities or current assets as they
are normally of a short-term nature.

Short-term employee benefits are recognised for
the number of paid leave days (usually holiday
entitlement) remaining at the balance sheet date. They
are included in current pension and other employee
obligations at the undiscounted amount that the group
expects to pay as a result of the unused entitlement.

If the group will not benefit from a scheme surplus in
the form of refunds from the plan or reduced future
contributions, an adjustment is made in respect of the
minimum funding requirement and no asset resulting
from the above policy is recognised.

1.13 Leased assets

Where substantially all of the risks and rewards
incidental to ownership of a leased asset have been
transferred to the group (a ‘finance lease’ or ‘hire
purchase contract’), the asset is treated as if it had
been purchased outright. The amount initially
recognised as an asset is the present value of the
minimum lease payments payable over the term of the
lease. The corresponding lease commitment is shown
as a liability. Lease payments are analysed between
capital and interest. The interest element is charged to
the consolidated income statement over the period of
the lease and is calculated so that it represents a
constant proportion of the lease liability. The capital
element reduces the balance owed to the lessor.

Where substantially all of the risks and rewards
incidental to ownership are retained by the lessor (an
‘operating lease’), the total rentals payable under the
lease are charged to the income statement on a
straight-line basis over the lease term.

The land and buildings elements of property leases are
considered separately for the purposes of lease
classification.

1.14 Impairment of non-financial assets

The group’s property, plant and equipment are subject
to impairment testing.

An asset is impaired where there is objective evidence
that, as a result of one or more events that occurred
after initial recognition, the estimated recoverable
value of the asset has been reduced.

Individual assets or cash-generating units with an
indefinite useful life or those not yet available for use
are tested for impairment at least annually. All
individual assets or cash-generating units are tested for
impairment whenever events or changes in
circumstances indicate that the carrying amount may
not be recoverable.

An impairment loss is recognised for the amount by
which the asset’s or cash-generating unit’s carrying
amount exceeds its recoverable amount. The
recoverable amount is the higher of fair value, reflecting
market conditions less costs to sell and value in use,
based on an internal discounted cash flow evaluation.
Impairment losses are charged pro-rata to the assets in
the cash-generating unit. All assets are subsequently
re-assessed for indications that an impairment loss
previously recognised may no longer exist.

1.15 Research and development

Costs associated with research activities are expensed
in the consolidated income statement as they occur. 

1.16 Income taxes

Current income tax assets and/or liabilities comprise
those obligations to, or claims from, fiscal authorities
relating to the current or prior reporting period, that
are unpaid at the balance sheet date. They are
calculated according to the tax rates and tax laws
applicable to the fiscal periods to which they relate,
based on the taxable profit for the year. All changes
to current tax assets or liabilities are recognised as
a component of tax expense in the consolidated
income statement.

27

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Notes to the accounts continued

Deferred income taxes are calculated using the liability
method on temporary differences. This involves the
comparison of the carrying amounts of assets and
liabilities in the consolidated financial statements with
their respective tax bases. This applies also to
temporary differences associated with shares in
subsidiaries if reversal of these temporary differences
can be controlled by the group and it is probable that
reversal will not occur in the foreseeable future. In
addition, tax losses available to be carried forward as
well as other income tax credits to the group are
assessed for recognition as deferred tax assets.

Deferred tax liabilities are always provided for in full.
Deferred tax assets are recognised to the extent that it
is probable that they will be able to be offset against
future taxable income. Deferred tax assets and
liabilities are calculated, without discounting, at tax
rates that are expected to apply to their respective
period of realisation, provided they are enacted or
substantively enacted at the balance sheet date.

Most changes in deferred tax assets or liabilities are
recognised as components of tax expense in the
income statement. Only changes in deferred tax assets
or liabilities that relate to a change in value of assets or
liabilities that are charged or credited directly to equity
are charged or credited directly to equity.

1.17 Dividends

Equity dividends are recognised when they become
legally payable. In the case of dividends to equity
shareholders, they are recognised when paid. 

In the case of final dividends, this is when approved by
the shareholders at the Annual General Meeting.

1.18 Property, plant and equipment

Property, plant and equipment (other than freehold
land) are carried at acquisition cost less subsequent
depreciation and impairment losses. No depreciation
has been charged in respect of certain land and
buildings as the directors have assessed that those
assets have residual values equal to or greater than
current carrying values.

The useful lives of property, plant and equipment can
be summarised as follows:

• Land and buildings – 50 years
• Plant, machinery and motor vehicles –
4 - 5 years on a straight line basis

1.19 Inventories

Inventories comprise raw materials, supplies and
purchased goods. Cost includes all expenses directly
attributable to the manufacturing process as well as
suitable portions of related production overheads,
based on normal operating capacity. Financing costs
are not taken into consideration. At the balance sheet
date, inventories are carried at the lower of cost and
net realisable value. Net realisable value is the
estimated selling price in the ordinary course of
business less any applicable selling expenses.

1.20 Government grants

Government grants received on capital expenditure
are generally deducted in arriving at the carrying
amount of the asset purchased. Grants for revenue
expenditure are netted against the cost incurred by
the group.

Where retention of a government grant is dependent
on the group satisfying certain criteria, it is initially
recognised as deferred income. When the criteria for
retention has been satisfied, the deferred income
balance is released to the consolidated income
statement or netted against the asset purchased
as appropriate.

1.21 Other provisions, contingent liabilities
and contingent assets

Other provisions are recognised when present
obligations will probably lead to an outflow of
economic resources from the group and they can be
estimated reliably. Restructuring provisions are
recognised only if a detailed formal plan for the
restructuring has been developed and implemented,
or management has at least announced the plan’s main
features to those affected by it. Provisions are not
recognised for future operating losses.

28

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Notes to the accounts continued

Provisions are measured at the estimated expenditure
required to settle the present obligation, based on the
most reliable evidence available at the balance sheet
date, including the risks and uncertainties associated
with the present obligation. Any reimbursement
expected to be received in the course of settlement of
the present obligation is recognised, if virtually certain
as a separate asset, not exceeding the amount of the
related provision. Where there are a number of similar
obligations, the likelihood that an outflow will be
required in settlement is determined by considering
the class of obligations as a whole. In addition, long
term provisions are discounted to their present values,
where time value of money is material.

All provisions are reviewed at each balance sheet date
and adjusted to reflect the current best estimate.

In those cases where the possible outflow of economic
resource as a result of present obligations is considered
improbable or remote, or the amount to be provided
for cannot be measured reliably, no liability is
recognised in the consolidated balance sheet. These
contingent liabilities are recognised in the course of
the allocation of purchase price to the assets and
liabilities acquired in the business combination. They
are subsequently measured at the higher amount of a
comparable provision as described above and the
amount initially recognised, less any amortisation.

Probable inflows of economic benefits to the group
that do not yet meet the recognition criteria of an asset
are considered contingent assets.

29

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Notes to the accounts continued

2.

PROFIT FROM OPERATIONS

This has been arrived at after charging/(crediting):
Depreciation
Foreign exchange differences
Research and development costs
Write-down of inventory to net realisable value
Fees payable to the company’s auditor: 
• for the audit of the company’s annual accounts
• the audit of the company’s subsidiaries, pursuant to legislation
• other services pursuant to legislation
Profit on disposal of fixed assets
Operating lease payments

Note

7

2015
£
758,589
5,686
152,545
81,010

5,250
26,750
3,000
(1,158,140)
173,312

2014
£
564,244
16,655
138,752
253,081

5,000
27,000
3,000
(2,796)
121,343

Profit on disposal of fixed assets includes £769,277 from the part disposal of the land and buildings in Hunslet,
Leeds and £373,350 from the disposal of one item of plant.

30

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Notes to the accounts continued

3.

SEGMENTAL INFORMATION

Segmental information is presented in respect of the group’s business segments, which are based on the group’s
management and internal reporting structure as at 31st December 2015.

The chief operating decision-maker has been identified as the board of directors (‘the board’). The board reviews
the group’s internal reporting in order to assess performance and allocate resources. Management has
determined the operating segments based on these reports and on the internal reporting structure.

The board assesses performance based on a measure of earnings before tax. Other information provided to the
board is measured in a manner consistent with that in the financial statements. Total segment assets exclude
assets and liabilities that are managed on a central basis. These balances are part of the reconciliation to the total
balance sheet assets and liabilities. Inter-segment pricing is determined on an arms-length basis.

The group comprises the following segments: the manufacture of metal presswork and the distribution of bulk
material handling components.

Central  Manufacturing  Distribution 
2015 
£ 

2015 
£ 

2015 
£ 

Total
2015
£

Revenue
External
Inter company
Total

Profit
EBITDA
Gain on sale of tangible fixed assets
Finance costs 
Finance income
Depreciation
Tax expense
(Loss)/profit for the period

Assets
Total assets
Additions to non current assets
Liabilities
Total liabilities

- 
122,593 
122,593 

3,955,447 
3,267,777 
7,223,224 

22,514,637 
4,411,488 
26,926,125 

26,470,084
7,801,858
34,271,942

(102,140)
- 
(48,347)
- 
- 
(44,540)
(195,027)

35,632 
1,149,629 
(30,566)
3,666 
(432,370)
- 
725,991 

1,722,532 
8,511 
(37,917)
8,060 
(326,219)
(364,397)
1,010,570 

1,656,024
1,158,140
(116,830)
11,726
(758,589)
(408,937)
1,541,534

1,314,918 
- 

4,588,122 
1,146,385 

10,552,111 
265,722 

16,455,151
1,412,107

701,606 

2,839,750 

4,285,686 

7,827,042

31

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Notes to the accounts continued

Revenue
External
Inter company
Total

Profit
EBITDA
Finance costs 
Finance income
Depreciation
Tax expense
(Loss)/profit for the period

Assets
Total assets
Additions to non current assets
Liabilities
Total liabilities

Central 
2014 
£ 

- 
113,568 
113,568 

(5,777)
(27,820)
- 
(6,300)
(78,099)
(117,996)

Manufacturing 
2014 
£ 

Distribution 
2014 
£ 

Total 
2014 
£ 

3,621,626 
2,761,536 
6,383,162 

20,670,074 
3,743,664 
24,413,738 

24,291,700 
6,618,768 
30,910,468 

219,116 
(46,387)
2,000 
(287,663)
(34,335)
(147,269)

1,589,501 
(41,084)
164 
(270,281)
(230,906)
1,047,394 

1,802,840 
(115,291)
2,164 
(564,244)
(343,340)
782,129

1,323,858 
- 

4,033,070 
1,118,171 

10,068,908 
399,405 

15,425,836 
1,517,576 

520,316 

2,868,453 

4,682,630 

8,071,399 

Geographical analysis
The group is domiciled in the UK. Analysis of revenues from external customers by continent is provided below:

UK
Europe
Americas
Africa
Asia
Australasia

Revenue 
2015 
£’000 

6,704 
6,207 
10,701 
995 
865 
998 
26,470 

Non-current
assets
2015
£’000

Revenue 
2014 
£’000  

Non-current 
assets 
2014 
£’000

3,010
66
1,523
35
68
40
4,742

6,261 
5,312 
9,485 
1,435 
806 
993 
24,292 

2,341 
71 
1,621 
30 
45 
63 
4,171 

There is one group customer which accounts for more than 10% of the group’s revenues.

32

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Notes to the accounts continued

4.

FINANCE INCOME AND EXPENSE

Finance expense
Bank borrowings
Hire purchase interest
Preference share dividend

Finance income
Bank interest received
Other finance income

Note

2015 
£ 

2015
£

101,001
15,829
-

19.6

8,726
3,000

116,830

11,726
(105,104)

2014 
£ 

87,913 
18,666 
8,712 

164 
2,000 

2014 
£ 

115,291 

2,164 
(113,127)

5.

TAX EXPENSE

Current tax expense
UK corporation tax
UK tax expense on profits for the year
Prior year adjustment

Foreign corporation tax 
Foreign tax expense on profits for the year
Prior year adjustment

Current tax charge

Deferred tax – origination and
reversal of timing differences
Prior year rate difference

Total tax charge

2015
£ 

2015
£ 

2014 
£ 

2014 
£ 

-
-

376,560
(6,235)

13,932 
(30,515)

-

(16,583)

306,325 
(22,025)

370,325

370,325

15
15

42,046 
(3,434)

75,623 
- 

38,612 
408,937 

284,300 

267,717 

75,623 
343,340 

33

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Notes to the accounts continued

The reasons for the difference between the actual tax charge for the year and the standard rate of corporation tax
in the UK applied to profits for the year are as follows:

Profit before tax
Expected tax charge based on the standard rate
of corporation tax in the UK of 20.25% (2014 – 21.50%)
Expenses not deductible for tax purposes
Income not taxable
Tax credits on research and development
Profit on property disposal non taxable
Foreign tax
Utilisation of tax losses
Deferred tax not provided
Prior year adjustment
Rate differences

2015
£
1,950,471

2014 
£ 
1,125,469 

394,971
14,760
(336)
(24,239)
(137,492)
161,282
(5,058)
14,497
(6,235)
(3,213)
408,937

241,975 
37,612 
(356)
(24,803)
- 
145,906 
- 
(2,064)
(52,540)
(2,390)
343,340 

No deferred tax asset arising on tax losses, accelerated depreciation in excess of capital allowances or deferred
tax liability in respect of the pension provision has been recognised as their future realisation is relatively uncertain.
The amounts not recognised are estimated at £11,000, £6,000 and £(9,000) respectively (2014 - £16,000,
£nil and £(10,000)) calculated at a rate of 18% (2014 – 20%).

6.

EMPLOYEES 

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

Office and management
Manufacturing

Staff costs (including directors) comprise:
Wages and salaries
Defined contribution pension cost
Defined benefit pension cost
Other long-term employee benefits
Ex-gratia pensions
Employer’s national insurance contributions and similar taxes

Included in other expenses

Directors’ remuneration:
Emoluments of qualifying services
Company pension contributions to money purchase schemes

Note

19.6

2015
No.
81
64
145

£
5,300,358
147,076
67,000
25,198
11,948
566,673
6,118,253
(95,761)
6,022,492

533,373
28,355
561,728

2014 
No. 
78 
58 
136 

£
4,641,335 
104,283 
116,000 
10,098 
15,287 
514,646 
5,401,649 
(92,292)
5,309,357 

489,704 
26,831 
516,535 

The number of directors for whom retirement benefits are accruing under money purchase pension schemes
amounts to 3 (2014 – 4) and under defined benefit pension schemes amounted to nil (2014 – 1). Further details
of directors remuneration are included in the remuneration report.

34

Notes to the accounts continued

7.

PROPERTY, PLANT AND EQUIPMENT

At 31st December 2015
Cost
Accumulated depreciation
Net book value

At 31st December 2014
Cost 
Accumulated depreciation
Net book value

Year ended 31st December 2015
Opening net book value
Additions
Disposals
Depreciation
Exchange differences
Closing net book value

Year ended 31st December 2014
Opening net book value
Additions
Disposals
Depreciation
Exchange differences
Closing net book value

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Plant, 
machinery 
and motor 
vehicles 
£ 

Land and 
buildings
£ 

Total
£ 

2,755,211 
122,426 
2,632,785 

7,717,038 
5,672,367 
2,044,671 

10,472,249
5,794,793
4,677,456

2,058,146 
83,614 
1,974,532 

7,429,790 
5,347,816 
2,081,974 

9,487,936
5,431,430 
4,056,506

1,974,532 
722,626 
(30,771)
(31,515)
(2,087)
2,632,785 

2,081,974 
689,481 
(1,650) 
(727,074)
1,940 
2,044,671 

4,056,506
1,412,107
(32,421)
(758,589)
(147)
4,677,456

1,430,840 
551,665 
- 
(6,300)
(1,673)
1,974,532 

1,688,538 
965,911 
(11,744)
(557,944)
(2,787)
2,081,974 

3,119,378
1,517,576 
(11,744)
(564,244)
(4,460)
4,056,506

The net book value of tangible fixed assets includes an amount of £504,264 (2014 - £293,698) in respect of assets
held under finance leases and hire purchase contracts. The related depreciation charge on these assets for the
year was £120,272 (2014 - £114,705).

The total cost of non-depreciable assets included in freehold land and buildings was £1,356,863 (2014 - £174,412).

35

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Notes to the accounts continued

8.

SUBSIDIARIES

Subsidiary

Principal activity

Proportion of shares held 
2015 and 2014 

Ordinary
Shares

Preference 
Shares

i

Registered in and operating from England:
Braime Pressings Limited

Manufacture of metal presswork

100% 

100%

4B Braime Components Limited

Distribution of bulk material
handling components

ii

iii

Registered in England and operating from the USA:
4B Elevator Components Limited

Distribution of bulk material
handling components

Incorporated in and operating from France:
4B France sarl

Distribution of bulk material
handling components

iv Incorporated in and operating from Thailand:

4B Asia Pacific Company Limited

Distribution of bulk material
handling components

v

vi

Incorporated in and operating from South Africa:
4B Africa Elevator Components
(Pty) Limited

Distribution of bulk material
handling components

Incorporated in and operating from Australia:
4B Australia Pty Limited

Distribution of bulk material
handling components

100% 

100% 

100% 

48% 

100% 

-

-

-

-

-

100% 

- 

While only 48% of the ordinary shares are held in 4B Asia Pacific Company Limited the company controls 89% of
the voting rights. As a consequence no single investor directly controls the investee however, given the
operational management that the company demonstrates, it has the ability to direct the relevant activities and the
decision making process such that it has power over the investee.

9. FINANCIAL ASSETS

Secured loan to third party
Amount due on loan within one year
Other loans (unsecured) due within one year

Amount due on the loan within one to two years
Amount due on the loan within two to five years
Total amount due after more than one year

2015
£ 

49,977
7,800
57,777

51,877
-
51,877
109,654

2014 
£ 

98,147 
- 
98,147 

49,977 
51,876 
101,853 
200,000 

One of the loans was fully repaid in the year, the remaining secured loan accrues interest at 3.25% above the Bank
of England base rate. The loan is repaid quarterly and is due to be fully repaid by 2017.

36

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Notes to the accounts continued

10.

INVENTORIES

Raw materials
Work in progress
Finished goods
Goods in transit

2015
£
286,091
34,988
5,309,569
89,006
5,719,654

2014 
£ 
318,478 
39,694 
4,418,383 
111,628 
4,888,183 

During the twelve months ended 31st December 2015 the group recognised a charge of finished goods
inventories of £81,010  (2014 – £253,081) to reflect the ageing of certain stock items.

11. TRADE AND OTHER RECEIVABLES

Trade debtors 
Other debtors
Prepayments

2015
£
3,943,878
758,739
302,482
5,005,099

2014
£
4,059,026 
347,077 
505,005 
4,911,108 

Where possible credit insurance is obtained and sales to customers kept within agreed credit limits. Experience
over the last five years has shown that bad debts in any one year have not exceeded £10,000.

The risk in relation to credit risk is considered low and is supported by the low level of bad debts experienced,
both pre and post credit insurance claims, by the group in any one year.  There are no material bad debt
provisions and no material past due balances.

12. TRADE AND OTHER PAYABLES – CURRENT

Trade creditors
Other taxes and social security costs
Other creditors
Accruals

13. OTHER FINANCIAL LIABILITIES – CURRENT

Bank loans - secured
Hire purchase
Other creditors

2015
£
2,605,917
316,552
267,662
863,089
4,053,220

2014 
£ 
2,767,704 
175,252 
135,470 
674,168 
3,752,594 

Note 

14 

2015 
£
245,815
169,884
1,082,472
1,498,171

2014 
£ 
176,505 
92,978 
1,053,612 
1,323,095 

An analysis of the interest rate payable on financial liabilities and information about fair values is given in note 17.

Other creditors comprise of an invoice discounting facility which has been secured by a fixed and floating charge
over certain assets of certain group companies.

37

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Notes to the accounts continued

14.

FINANCIAL LIABILITIES – NON-CURRENT

Bank loans – secured
Hire purchase
Government grants

Note

2015 
£
1,005,064
351,892
6,568
1,363,524

2014
£ 
945,394 
157,427 
8,224 
1,111,045 

Obligations under finance lease and hire purchase contracts comprise amounts payable as follows:

In one year or less, or on demand
In more than one year but not more than five years

Obligations under bank loan agreements comprise amounts payable as follows:

Within one year
One to two years
Two to five years
Over five years

2015
£
169,884
351,892
521,776

2015 
£
245,815
243,903
540,938
220,223
1,250,879

2014 
£ 
92,978 
157,427 
250,405 

2014 
£ 
176,505 
174,579 
468,724 
302,091 
1,121,899 

Terms and conditions of outstanding loans were as follows:

US dollar bank loan
US dollar unsecured bank loan

US dollar term loan

GBP term loan

GBP term loan

Interest 
rate 
% 
4.25% fixed
3.00% fixed
2.25% over
LIBOR
2.50% over
Bank of England
base rate
2.75% over
Bank of England
base rate

Year of
maturity  

2018 
2022 

2015
£
123,265
39,955

2014 
£ 
157,579 
43,535 

2023 

668,062

720,785 

2019 

159,597

200,000 

2020 

260,000

-

The 4.25% fixed US dollar bank loan is secured on specific plant and equipment held by 4B Elevator Components
Limited. The US dollar term loan and the GBP term loans form part of the group funding arrangements. These
loans are secured by a fixed and floating charge over certain assets of certain group companies.

38

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Notes to the accounts continued

15. DEFERRED INCOME TAX LIABILITY

Accelerated capital allowances in excess of depreciation
Rolled over capital gains

Balance at 1st January 2015
Charged to income statement during the year
Balance at 31st December 2015

2015 
£ 
159,636
70,599
230,235

2014 
£ 
191,623 
- 
191,623 

Deferred tax
£
191,623
38,612
230,235

Deferred tax has been recognised at a rate of 39% on accelerated capital allowances in 4B Elevator Components
Limited and 18% in respect of the company and Braime Pressings Limited.

16. SHARE CAPITAL 

Authorised:
480,000 Ordinary shares of 25p each
1,200,000 ‘A’ Ordinary shares of 25p each

Allotted, called up and fully paid:
480,000 Ordinary shares of 25p each
960,000 ‘A’ Ordinary shares of 25p each

2015
£
120,000
300,000
420,000

120,000
240,000
360,000

2014 
£ 
120,000 
300,000 
420,000 

120,000 
240,000 
360,000 

The ‘A’ Ordinary shares rank pari passu in all respects with Ordinary shares except that the holders of ‘A’ Ordinary
shares are not entitled to vote at general meetings. Holders of Ordinary shares are entitled to one vote for every
four shares held.

39

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Notes to the accounts continued

17.

FINANCIAL INSTRUMENTS

The group’s activities expose it to a variety of financial
risks:  market risk (including currency risk and cash
flow interest rate risk), credit risk and liquidity risk.

The group holds financial instruments in order to
finance its operations and to manage the interest rate
and currency risks arising from those operations.

In addition various financial instruments such as trade
debtors and trade creditors arise directly from the
group’s operations.

The group holds both financial assets and financial
liabilities. Financial assets comprise cash balances,
loans and receivables and are disclosed on the balance
sheet as trade and other receivables. Financial liabilities
comprise financial liabilities measured at amortised
cost including bank loans and overdrafts, trade and
other payables and finance leasing liabilities. Financial
liabilities also include forward currency contracts at a
fair value.

There is no formal policy for matching foreign currency
cash flows, or matching exposure to foreign currency
net assets or liabilities although a careful watch is kept
on the positions. As shown below the group’s currency
exposure at the year end is £72,090 (2014 - £327,073)
and is primarily euros and US dollars to sterling.

The group’s policy is to ensure a balance of financial
instruments to meet its operating requirements. This
has been achieved during the period. Unutilised
committed borrowing facilities have been maintained
in order to provide flexibility in the management of
liquidity.

Fair values
There is no material difference between the carrying
value and the fair value of the group’s financial assets
and liabilities. Financial instruments carried at fair value
are required to be measured by reference to the
following levels:

Level 1 - quoted prices (unadjusted) in active markets

for identical assets or liabilities;

Level 2 - inputs other than quoted prices included
within level 1 that are observable for the
asset or liability, either directly (i.e. as prices)
or indirectly (i.e. derived from prices); and

Level 3 - inputs for the asset or liability that are not
based on observable market data
(unobservable inputs).

The level within which the financial asset or liability is
classified is determined based on the lowest level of
significant input to one fair value measurement. The
only derivatives entered into by the group are included
in level 2 and consist of fixed interest term loans and
foreign currency forward contracts.

Forward contracts
Forward currency contracts of £1,361,211 were
outstanding at 31st December 2015 covering periods
from 15th January 2016 to 20th June 2016 (31st
December 2014 - £667,040). The fair value of the
forward currency contracts is £41,785 (2014 - £17,643).
£25,000 has been included within trade and other
payables in respect of these derivative financial
instruments.

Fixed interest term loans
As at 31st December 2015 fixed interest rate term
loans amounted to £123,265 and £39,955 (see note
14). The directors are of the opinion that the fair value
of these fixed interest rate loans is not materially
different to their stated carrying values.

Maturity analysis
Other than is disclosed in note 14 regarding bank
loans and obligations under finance lease and hire
purchase agreements all financial instruments fall due
within one year.

In addition to the maturity analysis disclosed in note 14
the interest due on hire purchase agreements repayable
within one year totals £21,205 (2014 - £12,390), the
interest due on finance lease and hire purchase
agreements after one year but not more than five years
totals £41,747 (2014 - £18,981). Likewise the interest
due on bank loans repayable within one year totals
£31,937 (2014 - £29,087), the interest due on bank
loans repayable after one year but not more than five
years totals £60,199 (2014 - £65,116), and the interest
due on bank loans repayable after more than five years
totals £6,303 (2014 - £12,022).

40

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Notes to the accounts continued

Interest rate and currency of financial assets and liabilities

The currency and interest rate profile of the group’s interest bearing financial assets is shown below:

Currency

As at 31st December 2015

Sterling
Euro
US dollar
Other

As at 31st December 2014

Sterling
Euro
US dollar
Other

Floating rate
financial
assets
£

Fixed rate
financial
assets
£

Total
£

124,944 
227,538 
400,922 
279,468 
1,032,872 

702,336
117,166
464,166
274,102
1,557,770 

- 
- 
- 
- 
- 

- 
- 
- 
- 
- 

124,944
227,538
400,922
279,468
1,032,872

702,336
117,166
464,166
274,102
1,557,770 

Interest rate and currency of financial assets and liabilities

The currency and interest rate profile of the group’s interest bearing financial liabilities is shown below:

Currency

As at 31st December 2015

Sterling
Euro
US dollar
Other

As at 31st December 2014

Sterling
Euro
US dollar
Other

Floating rate
financial
liabilities
£

Fixed rate
financial
liabilities
£

Total
£

1,935,078 
344,247 
505,844 
-  
2,785,169 

477,875 
- 
163,220 
43,901 
684,996 

2,412,953
344,247
669,064
43,901
3,470,165

2,261,991 
497,521 
- 
93 
2,759,605 

223,760 
- 
921,899 
26,644 
1,172,303 

2,485,751
497,521
921,899
26,737
3,931,908

Floating rate financial liabilities comprise bank borrowings.

41

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Notes to the accounts continued

Currency exposure

The monetary assets and liabilities of the group that are not denominated in the functional currency of the
operating unit concerned are shown below.

Non interest bearing financial assets and liabilities

Functional currency
At 31st December 2015

Sterling
Euro
US dollar

Functional currency
At 31st December 2014

Sterling
Euro
US dollar

Sterling
£

Euro
£

US dollar
£

Other
currencies
£

Total
£

- 
(961,068)
91,381
(869,687)

151,930 
- 
(38,322)
113,608 

(1,005,800)
- 
- 
(1,005,800)

1,833,969 
- 
- 
1,833,969 

980,099
(961,068)
53,059
72,090

- 
(1,015,510)
(571,042)
(1,586,552)

299,314 
- 
(19,700)
279,614 

237,283 
- 
- 
237,283 

1,396,728
- 
- 
1,396,728

1,933,325
(1,015,510)
(590,742)
327,073

Risk sensitivity
A change in interest rates of 1% in any of the three currencies invested or borrowed will not affect the income
statement by a figure greater or less than £30,000 (2014 - 30,000).

A weakening in the value of sterling by 10% will benefit the operating profit by a figure not exceeding £30,000
(2014 - £15,000). A strengthening of sterling by 10% will reduce the operating profit by a figure not greater than
£20,000 (2014 - £10,000).

These amounts are estimates. Actual results in the future may differ materially from these due to development in
the global financial markets which may cause fluctuations in interest and exchange rates to vary. The amounts
stated above should not be considered a projection of likely future events and losses.

Borrowing facilities
The group has the following undrawn committed borrowing facilities:

Expiring in one year or less

2015
£
1,142,497

2014 
£ 
932,804 

These facilities are for the purposes of working capital flexibility and are reviewed annually.

Group bank loans and overdrafts and invoice discounting facilities have been secured by a fixed and floating
charge over certain assets of certain group companies.

42

Notes to the accounts continued

Foreign currency risk

Foreign exchange risk arises because the group has
operations located in various parts of the world whose
functional currency is not the same as the group’s
primary functional currency (sterling).  Although its
global market penetration arguably reduces the
group’s risk in that it has diversified into several
markets, the net assets from such overseas operations
are exposed to currency risk giving rise to gains or
losses on re-translation into sterling. Only in exceptional
circumstances will the group consider hedging its net
investments in overseas operations as generally it does
not consider that the cash flow risk created from such
hedging techniques warrants the reduction in volatility
in consolidated net assets.

Foreign exchange risk also arises when individual
group operations enter into transactions denominated
in a currency other than their functional currency. It is
group policy that all such transactions should be
hedged locally by entering into forward contracts with
group treasury. Where it is considered that the risk to
the group is significant, group treasury will enter into a
matching forward contract with a reputable bank.

It is group policy that transactions between group
entities are always denominated in the selling group
entity’s functional currency thereby giving rise to
foreign exchange risk in the income statement of both
the purchasing group entity and the group. Although
the purchasing group entity might hedge this exposure
with group treasury, no external hedge is entered into
at group level as there is no exposure to consolidated
net assets from intra-group transactions.

Liquidity risk

The liquidity risk of each group entity is managed
centrally by the group treasury function. Each operation
has a facility with group treasury, the amount of the
facility being based on budgets. The budgets are set
locally and agreed by the board annually in advance,
enabling the group’s cash requirements to be
anticipated. Where facilities of group entities need to
be increased, approval must be sought from the group
finance director. Where the amount of the facility is
above a certain level agreement of the board is needed.

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

All surplus cash is held centrally to maximize the
returns on deposits through economics of scale. The
type of cash instrument used and its maturity date will
depend on the group’s forecast cash requirements.
The group maintains a draw down facility with a major
banking corporation to manage any unexpected short-
term cash shortfalls.

Interest rate risk

The group finances its operations through a mixture of
retained profit, bank borrowings and finance lease
arrangements. The group borrows at floating rates and
has hedging products in place to provide fixed interest
payments for a proportion of its debt over a specified
period. This enables the group to forecast borrowing
costs with a degree of certainty.

Credit risk

The group is mainly exposed to credit risk from credit
sales. It is group policy, implemented locally, to insure
sales when insurance cover is available.

Qualitative disclosures have been made in note 11.

The group does not enter into complex derivatives to
manage credit risk.

Capital risk

The group’s objective when maintaining capital, being
the share capital and capital reserves, is to safeguard
the group’s ability to continue as a going concern so
that it is able to provide returns for shareholders and
benefits for other stakeholders.

43

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Notes to the accounts continued

18. EARNINGS PER SHARE AND DIVIDENDS

Both the basic and diluted earnings per share have been calculated using the net results attributable to
shareholders of T.F. & J.H. Braime (Holdings) P.L.C. as the numerator.

The weighted average number of outstanding shares used for basic earnings per share amounted to 1,440,000
shares (2014 – 1,440,000). There are no potentially dilutive shares in issue.

Dividends paid

Equity shares
Ordinary shares

Interim of 6.20p (2014 – 6.20p) per share paid on 2nd April 2015
Interim of 2.90p (2014 – 2.90p) per share paid on 18th October 2015

‘A’ Ordinary shares

Interim of 6.20p (2014 – 6.20p) per share paid on 2nd April 2015
Interim of 2.90p (2014 – 2.90p) per share paid on 18th October 2015

2015
£ 

2014 
£ 

29,760
13,920
43,680

59,520
27,840
87,360

29,760 
13,920 
43,680

59,520 
27,840 
87,360

Total dividends paid

131,040

131,040 

An interim dividend of 6.20p per Ordinary and ‘A’ Ordinary share will be paid on 12th May 2016.

44

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Notes to the accounts continued

19. PENSION COSTS 

19.1 The group operates a funded defined benefit
pension scheme, Braime Pressings Limited Retirement
Benefits Scheme, which provides benefits based on
final salary and length of service on retirement, leaving
service or death on behalf of certain companies in the
T.F. & J.H. Braime (Holdings) P.L.C. group.  The assets
of the scheme are held separately from those of the
group, being predominantly invested with an
insurance company. The scheme is funded to cover
future pension liabilities.

19.2 The scheme is subject to the Statutory Funding
Objective under the Pensions Act 2004. A valuation of
the scheme is carried out at least once every three
years to determine whether the Statutory Funding
Objective is met. As part of the process the group must
agree with the trustees of the scheme the
contributions to be paid to address any shortfall against
the Statutory Funding Objective and contributions to
pay for future accrual of benefits. A qualified actuary
determines the contributions payable to the scheme.
The most recent actuarial valuation was conducted at
6th April 2013. The market value of scheme assets at
6th April 2013 was £7,808,000. The funding level at
6th April 2013 was 101% on an ongoing basis.

19.3 The scheme exposes the company to a number
of risks:

• Investment risk. The scheme holds investments in
asset classes such as equities, which have volatile
market values and while these assets are expected
to provide real returns over the long-term the
short-term volatility can cause additional funding to
be required if a deficit emerges.

• Interest rate risk. The scheme’s liabilities are
assessed using market yields on high quality
corporate bonds to discount the liabilities. As the
scheme holds assets such as equities or annuity
policies the value of the assets and liabilities may not
move in the same way.

• Inflation risk. A significant proportion of the benefits
under the scheme are linked to inflation. Although
the scheme’s assets are expected to provide a good
hedge against inflation over the long-term,
movements over the short-term could lead to
deficits emerging.

• Mortality risk. In the event that members live longer
than assumed a deficit will emerge in the scheme.

There were no plan amendments, curtailments or
settlements during the period.

Remeasurement gains and losses arising from
experience adjustments and changes in actuarial
assumptions are recognised within the consolidated
statement of comprehensive income.

19.4 The expected return on assets is equivalent to
the discount rate applied and based on the yield
available on high quality corporate bands of
appropriate term and currency.

The scheme is managed by a board of Trustees
appointed in part by the group. The Trustees have
responsibility for obtaining valuations of the fund,
administering benefit payments and investing the
scheme’s assets. The Trustees delegate some of these
functions to their professional advisers where
appropriate.

45

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Notes to the accounts continued

19.5 The amounts recognised in the balance sheet are as follows:

Fair value of scheme assets
Present value of funded obligations
Surplus
Adjustment in respect of minimum funding requirement
Net asset

Note

19.8
19.7

2015
£
7,271,000
(7,221,000)
50,000
(50,000)
-

2014 
£ 
7,847,000 
(7,796,000)
51,000 
(51,000)
- 

19.6 The amounts recognised in the consolidated income statement are as follows:

Current service cost
Total included in employee benefits expense

Interest on liabilities
Interest on assets

Past service cost
Total amounts recognised in the consolidated income statement

Note

6 

4

6

19.7 Changes in the present value of the defined benefit obligation are as follows:

Opening defined benefit obligation
Current service cost
Contributions by scheme participants
Past service cost
Interest cost
Benefits paid
Remeasurement (gain)/loss from changes to financial assumptions
Closing defined benefit obligation

19.8 Changes in the fair value of plan assets are as follows:

Opening fair value of scheme assets
Interest on assets
Return on scheme assets in excess of interest
Benefits paid
Employer contributions
Contributions by scheme participants
Closing fair value of scheme assets

2015
£ 
51,000
51,000

255,000
(258,000)
(3,000)

16,000
64,000

2015
£
7,796,000
51,000
8,000
16,000
255,000
(596,000)
(309,000)
7,221,000

2015
£ 
7,847,000
258,000
(300,000)
(596,000)
54,000
8,000
7,271,000

2014 
£ 
116,000 
116,000 

284,000 
(286,000)
(2,000)

- 
114,000 

2014 
£ 
6,505,000 
116,000 
18,000 
- 
284,000 
(122,000)
995,000 
7,796,000 

2014 
£ 
6,513,000 
286,000 
1,082,000 
(122,000)
70,000 
18,000 
7,847,000 

46

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Notes to the accounts continued

19.9 Analysis of fair value of plan assets between asset categories is as follows:

Annuity policies in payment
Equities – unquoted - overseas
Equities – unquoted - UK
Cash
Money market funds – unquoted
With profit deferred annuities
Total

% of total 
assets 

67.0% 
9.1% 
2.3% 
1.8% 
- 
19.8% 
100.0% 

2015
£
4,874,000
659,000
167,000
129,000
2,000
1,440,000
7,271,000

2014 
£ 
2,781,000 
626,000 
166,000 
83,000 
382,000 
3,809,000 
7,847,000 

The assets do not include any investment in shares of the company.

19.10 The actual return on scheme assets is as follows:

Actual (loss)/return on scheme assets

19.11 Amount recognised in the statement of comprehensive income is as follows:

(Loss)/gain on scheme assets in excess of interest
Remeasurement gain/(loss) from changes to financial assumptions
Changes in effect of asset ceiling
Total amount recognised in statement of comprehensive income

2015
£ 
(42,000)

2014 
£ 
1,368,000 

2015
£ 
(300,000)
309,000
1,000
10,000

2014 
£ 
1,082,000 
(995,000)
(43,000)
44,000 

19.12 Cumulative amount of remeasurement gains and losses recognised in the statement of
comprehensive income is as follows:

Remeasurement gains

2015
£ 
317,000

2014 
£ 
307,000 

19.13 Amounts for the current period and previous periods are as follows:

Present value of funded obligations
Fair value of scheme assets
Surplus
Experience gains/(losses) on plan liabilities
Losses from changes to
demographic assumptions
Changes in assumptions used to
value scheme liabilities
(Losses)/gains on scheme assets
in excess of interest

2015
£‘000 
(7,221)
7,271 
50 
- 

- 

309 

(300)

2014
£’000 
(7,796)
7,847 
51 
- 

2013
£’000 
(6,505)
6,513 
8 
45 

- 

(106)

(995)

1,082

118 

(51)

2012 
£’000 
(6,295)
6,328 
33 
- 

- 

(573)

566 

2011 
£’000 
(5,648)
5,691 
43 
(29)

- 

(522)

501 

47

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Notes to the accounts continued

19.14 Principal actuarial assumptions at the balance sheet date (expressed as weighted averages):

Discount rate
Salary increase
Inflation
Expected return on scheme assets
LP15 pension increase
Revaluation in deferment 
Post retirement mortality table

2015 

2014 

2013 

2012 

2011 

3.70% 
4.45% 
3.45% 
3.70% 
3.30% 
3.45% 
120%
PNA00
YoU mc 
min 
1.0% 

3.40% 
4.30% 
3.30% 
3.40% 
3.20% 
3.30% 
120%
PNA00 
YoU mc
min
1.0%

4.40% 
4.70% 
3.70% 
5.00% 
3.55% 
3.70% 
120%
PNA00
YoU mc
min
1.0%

4.10% 
4.10% 
3.10% 
4.10% 
3.10% 
3.10% 
120%
PNXA00 
YoU mc 
min
1.0%

4.70% 
4.20% 
3.20% 
5.00% 
3.20% 
3.20% 
120%
PNXA00 
YoU mc 
min
1.0% 

19.15 The company is required to agree a schedule of contributions with the Trustees of the scheme following a
valuation which must be carried out at least once every three years. The next valuation of the scheme is due as at
6th April 2016. In the event that the actuarial valuation reveals a larger deficit than expected the company may be
required to increase contributions above those set out in the existing schedule of contributions. Conversely, if the
position is better than expected contributions may be reduced.

The employer’s best estimate of contributions expected to be paid to the plan during the annual period beginning
after the balance sheet date is £41,000.

The weighted average duration of the defined benefit obligation is approximately 17.3 years.

19.16 The amounts recognised in the balance sheet are as follows:

Net asset at start of period
Pension cost
Employer contributions
Remeasurement gain recognised
in the statement of comprehensive income
Changes in effect of asset ceiling
Net asset at end of period

Note

19.6

2015
£
-
(64,000)
54,000

9,000
1,000
-

2014
£ 
- 
(114,000)
70,000 

87,000 
(43,000)
- 

48

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Notes to the accounts continued

19.17 Sensitivity of the value placed on the surplus (before minimum funding requirement adjustment)

Adjustments to assumptions

Discount rate
Plus 0.50%
Minus 0.50%

Inflation
Plus 0.50%
Minus 0.50%

Salary increase
Plus 0.50%
Minus 0.50%

Life expectancy
Plus 1.0 years
Minus 1.0 years

Approximate
effect on  surplus 
£ 

125,000 
(143,000)

(259,000)
(234,000)

81,000 
(77,000)

(8,000)
12,000

% With-profit deferred annuities converted on retirement using guaranteed annuity rates
Plus 10.00%
Minus 10.00%

114,000 
(114,000)

Note that the above sensitivities are approximate and only show the likely effect of an assumption being adjusted
whilst all other assumptions remain the same.

The sensitivity analysis shown above was determined using the same method as per the calculation of liabilities
for the balance sheet disclosures, but using assumptions adjusted as detailed above.

20. OPERATING LEASES

The group has entered into commercial leases on certain properties, motor vehicles and items of plant and
equipment.  At the balance sheet date, the group had outstanding commitments for minimum lease payments
under non-cancellable operating leases, which fall due as follows:

Not later than one year
Later than one year and not later than five years

2015
£

173,028
197,186
370,214

2014
£ 

164,631 
308,971 
473,602 

49

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Notes to the accounts continued

21. NOTES SUPPORTING THE CONSOLIDATED CASH FLOW STATEMENT

Cash and cash equivalents

Cash at bank and in hand
Bank overdrafts

Major non-cash transaction

2015
£ 
931,018
615,038
315,980

2014
£ 
1,357,769 
1,505,988 
(148,219)

During the year the group acquired tangible assets of £254,782 subject to finance (2014 - £148,591) under hire
purchase agreements and raised finance on assets acquired in previous periods of £146,924.

22. CAPITAL COMMITMENTS

There were capital commitments of £426,817 (2014 - £96,466) which are contracted but not provided for in these
financial statements.

23. RELATED PARTY TRANSACTIONS

The key management of the company are considered to be the directors of the company.

Key management compensation is disclosed in the directors’ remuneration report.

There were no other related party transactions during the year.

50

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Company balance sheet
as at 31st December 2015

Note

2015 
£ 

2015
£

2014 
£ 

2014 
£ 

Fixed assets
Investment property
Investments

Current assets
Debtors:  due within one year
Debtors:  due after more than
one year
Cash at bank and in hand

Creditors: amounts falling due
within one year

Net current assets

Total assets less current liabilities

Creditors: amounts falling due
after more than one year

Provisions for liabilities

Capital and reserves
Called up share capital
Capital redemption reserve
Retained earnings
Shareholders’ funds

3
4

7

8

9

10

11

12

1,349,619
598,351
1,947,970

1,264,551 
512,351  
1,776,902  

31,507

3,256,084
18,860
3,306,451

306,697

9,341 

3,430,282  
49,966 
3,489,589  

308,027 

2,999,754

4,947,724

1,345,708

75,312
3,526,704

360,000
180,000
2,986,704
3,526,704

3,181,562  

4,958,464  

1,373,857 

52,288 
3,532,319  

360,000 
180,000 
2,992,319  
3,532,319  

These financial statements were approved and authorised for issue by the board of directors on 21st April 2016
and signed on its behalf by:

O. N. A. Braime, Director

A. Q. Braime, Director

51

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Company statement of changes in equity
for the year ended 31st December 2015

Balance at 1st January 2014
Comprehensive income for the
financial year – profit
Cancellation of preference shares
Dividends paid
Balance at 31st December 2014

Comprehensive income for the
financial year – profit
Dividends paid
Balance at 31st December 2015

Capital
Redemption 
Reserve
£ 

Retained
Earnings
£ 

Total
£ 

- 

2,861,332  

2,861,332 

- 
180,000 
- 
180,000 

464,527  
(202,500)
(131,040)
2,992,319  

464,527 
(22,500)
(131,040)
3,172,319 

- 
- 
180,000 

125,425  
(131,040)
2,986,704  

125,425 
(131,040)
3,166,704 

The capital redemption reserve represents the nominal value of preference share capital repurchased by
the company.

The retained earnings represents cumulative profit or losses net of dividends and other adjustments.

52

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Notes to the accounts

1.

COMPANY INFORMATION

2.3 Investment property

T.F. & J.H. Braime (Holdings) P.L.C. is a company
limited by shares, incorporated in England & Wales.
Its registered office is given on page 3. The company is
a holding company. Details of the group’s activities are
provided on page 8.

2.  ACCOUNTING POLICIES

2.1 Accounting convention

These financial statements have been prepared in
accordance with Financial Reporting Standard 102
“The Financial Reporting Standard applicable in the UK
and Republic of Ireland” and the Companies Act 2006.  

The financial statements have been prepared under
the historical cost convention modified to include
certain items at fair value.

This is the first year in which the financial statements
have been prepared under FRS 102. Refer to note 13
below for explanation of the transition.

The functional currency of the company is considered
to be pounds sterling.

2.2 Financial Reporting Standard 102 –
reduced disclosure exemptions

The company has taken advantage of the following
disclosure exemptions in preparing these financial
statements as permitted by FRS102 “The Financial
Reporting Standard applicable in the UK and Republic
of Ireland”.

• The requirements of Section 7 Statement of

Cash Flows;

• the requirement of Section 3 Financial Statement

Presentation paragraph 3.17 (d);

• the requirements of Section 11 Financial Instruments

paragraphs 11.39 to 11.48A;

• the requirements of Section 12 Other Financial

Instruments paragraphs 12.26 to 12.29;
• the requirement of Section 33 Related Party

Disclosures paragraph 33.7.

The investment property is shown at the most recent
valuation. Any aggregate surplus or deficit arising from
changes in value are recognised in the income
statement of the company.

2.4 Financial instruments

The following assets and liabilities are classified as
financial instruments – group balances, bank loans and
investments in subsidiary undertakings.

Bank loans and group balances not repayable on
demand, are initially measured at the present value of
future payments, discounted at a market rate of interest
and subsequently at amortised cost using the effective
interest method.

Group balances, being repayable on demand, are
measured at the undiscounted amount of the cash or
other consideration expected to be paid or received.

Investments in subsidiary undertakings are measured
at cost less impairment.

Impairment of assets
Assets, other than those measured at fair value, are
assessed for indicators of impairment at each balance
sheet date, if there is objective evidence of
impairment, an impairment loss is recognised in the
income statement as described below.

Non financial assets
An asset is impaired where there is objective evidence
that, as a result of one or more events that occurred
after initial recognition, the estimated recoverable
value of the asset has been reduced. The recoverable
amount of an asset is the higher of its fair value less
costs to sell and its value in use.

Financial assets
Where indicators exist for a decrease in impairment
loss, and the decrease can be related objectively to an
event occurring after the impairment was recognised,
the prior impairment loss is tested to determine
reversal. An impairment loss is reversed on an individual
impaired financial asset to the extent that the revised
recoverable value does not lead to a revised carrying
amount higher than the carrying value had the
impairment not been recognised.

53

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Notes to the accounts continued

2.5  Taxation

2.6  Foreign currencies

Current tax, including UK corporation tax is provided
at amounts expected to be paid (or recovered) using
the tax rates and laws that have been enacted or
substantively enacted by the balance sheet date.

Deferred tax is recognised in respect of all timing
differences that have originated but not reversed at the
balance sheet date and that give rise to an obligation to
pay more tax or a right to pay less tax in the future.
Timing differences are differences between the
company's taxable profits and its results as stated in the
financial statements that arise from the inclusion of
gains and losses in tax assessments in different periods
from those in which they are recognised in the
financial statements.

Unrelieved tax losses and other deferred tax assets are
recognised only to the extent that, on the basis of all
available evidence, it can be regarded as 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 using the tax rates and laws
that have been enacted or substantively enacted by
the balance sheet date and are expected to apply to
the reversal of the timing difference. Deferred tax
relating to investment property is measured using the
tax rates and allowances that apply to sale of the asset.

Where items recognised in other comprehensive
income or equity are chargeable to or deductible for
tax purposes, the resulting current or deferred tax
expense or income is presented in the same
component of comprehensive income or equity as the
transaction or other event that resulted in the tax
expense or income.

Transactions in foreign currencies are recorded at the
rate ruling at the date of the transaction. 

Monetary assets and liabilities denominated in foreign
currencies are reported at the rate of exchange ruling
at the balance sheet date. Exchange differences are
recognised in the income statement in the period in
which they arise. 

2.7 Critical accounting judgements and sources
of estimation uncertainty

In the application of the Company’s accounting
policies, management is required to make judgements,
estimates and assumptions about carrying values of
assets and liabilities that are not readily available from
other sources. The estimates and underlying
assumptions are based on historical experience and
other factors that are considered to be relevant. Actual
results may differ from these estimates.

The key judgements and sources of estimation
uncertainty that have a significant effect on the
amounts recognised in the financial statements are
described below:

Valuation of investment property
As described in note 3 to the financial statements,
investment property is stated in the balance sheet at
fair value, based on the valuation performed by an
independent professional valuer, Professional Valuation
Technology LLC, with recent experience in the location
and category of property valued. The year-end
valuation was based on observable market prices.

Present value of group balances
Group balances not repayable on demand, are initially
measured as the present value of the future payments
discounted at a market rate of interest that would apply
to similar debt instruments. This has been estimated by
management based upon the UK group’s current cost
of borrowing from third party financial institutions.

54

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Notes to the accounts continued

3.

INVESTMENT PROPERTY

Fair value
At 1st January 2015
Revaluation
At 31st December 2015

Land and
buildings 
£ 

1,264,551
85,068
1,349,619

The investment property, which is all freehold was revalued to fair value at 31st December 2015 at £1,349,619 by
Professional Valuation Technology LLC, an independent valuer with recent experience in the location and
category of property being valued. The valuation is based on an open market value.

The historical cost of the investment property is £1,274,526.

4.

INVESTMENTS

Subsidiary undertakings

At 1st January 2015
Additions
Impairment
At 31st December 2015

£ 
512,351
100,000
(14,000)
598,351 

The financing shortfalls arising from the effect of initially discounting future payments on group balances
not repayable on demand have been recognised as an addition to the cost of the investment in the relevant
subsidiary company in respect of balances receivable and as investment income received for group balances
payable by the company.

Any increase in the value of the cost of the company’s investments has been reviewed for indicators of impairment.

Subsidiary

Principal activity

Proportion of shares held 
2015 and 2014 

Ordinary
Shares 

Preference
Shares 

i

Registered in and operating from England:
Braime Pressings Limited

4B Braime Components Limited

Manufacture of metal presswork

100% 

100%

Distribution of bulk material
handling components

ii

iii

Registered in England and operating from the USA:
4B Elevator Components Limited

Distribution of bulk material
handling components

Incorporated in and operating from France:
4B France sarl

iv Incorporated in and operating from Thailand:

4B Asia Pacific Company Limited 

Distribution of bulk material
handling components

Distribution of bulk material
handling components

v

vi

Incorporated in and operating from South Africa:
4B Africa Elevator Components
(Pty) Limited

Distribution of bulk material
handling components

Incorporated in and operating from Australia:
4B Australia Pty Limited

Distribution of bulk material
handling components

100% 

100% 

100% 

48% 

100% 

100%

- 

-

-

-

-

-

55

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Notes to the accounts continued

5.

EMPLOYEES

Office and management

Directors’ remuneration
Emoluments for qualifying service

2015 
Number
6

2014 
Number 
6 

2015 
£

2014 
£ 

48,000

42,000 

Further details of directors’ remuneration are included in the remuneration report.

6.

PROFIT FOR THE FINANCIAL YEAR

The company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and
has not presented its own Income Statement in these financial statements. The company’s profit for the year was
£125,425   (2014 - £464,527).

7.

DEBTORS: AMOUNTS RECEIVABLE WITHIN ONE YEAR

Other taxes
Prepayments

8.

DEBTORS: AMOUNTS RECEIVABLE AFTER MORE THAN ONE YEAR

Amount owed by a subsidiary company

9.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Bank overdraft
Bank loan
Other taxes and social security costs
Trade creditors
Accruals

2015 
£
14,263
17,244
31,507

2014 
£ 
7,828 
1,513 
9,341 

2015 
£
3,256,084

2014 
£ 
3,430,282  

2015
£
163,870
100,000
3,234
14,736
24,857
306,697

2014 
£ 
184,666 
40,000 
13,019 
33,935 
36,407 
308,027 

Cross guarantees exist in respect of all group company bank borrowings. At 31st December 2015 the borrowings
guaranteed by the company amounted to £883,072 (2014 - £1,365,314).

56

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Notes to the accounts continued

10. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

Bank loan
Amount owed to subsidiary companies

The amounts owed to subsidiary companies are repayable on 3rd January 2017.

11. PROVISIONS FOR LIABILITIES

Deferred tax liability
Accelerated capital allowances in excess of depreciation
Rolled over capital gains
Investment property fair value adjustment

Balance at 1st January 2015
Charged to income statement during the year
Balance at 31st December 2015

2015
£ 
319,598
1,026,110
1,345,708

2014 
£ 
160,000 
1,213,857  
1,373,857  

2014 
£

52,288 
- 
- 
52,288 

2015
£ 

-
60,000
15,312
75,312

Deferred 
tax
£

52,288
23,024
75,312

Deferred tax has been recognised at a rate of 18% (2014 – 20%) based on tax rates and laws that have been
enacted or substantively enacted at the balance sheet date.

12. SHARE CAPITAL

Authorised:
480,000 Ordinary shares of 25p each
1,200,000 ‘A’ Ordinary shares of 25p each

Allotted, called up and fully paid:
480,000 Ordinary shares of 25p each
960,000 ‘A’ Ordinary shares of 25p each

2015 
£ 
120,000
300,000
420,000

120,000
240,000
360,000

2014 
£ 
120,000 
300,000 
420,000 

120,000 
240,000 
360,000 

The ‘A’ Ordinary shares rank pari passu in all respects with Ordinary shares except that the holders of ‘A’ Ordinary
shares are not entitled to vote at general meetings. Holders of Ordinary shares are entitled to one vote for every
four shares held.

13.

FIRST YEAR ADOPTION

This is the first year that the company has presented its financial statements under Financial Reporting Standard
102 (FRS 102) issued by the Financial Reporting Council. The last financial statements prepared under the previous
UK GAAP were for the year ended 31st December 2014 and the date of transition was therefore 1st January 2014.
The only adjustments arising upon transition to FRS 102 are in respect of the measurement at their present value
of group balances not repayable on demand. The financial effect of these adjustments is scheduled below.

57

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Notes to the accounts continued

Reconciliations on adoption of FRS 102

Fixed assets

Current assets

Creditors:
amounts falling due within one year

Note

1

1

1

As
previously

Effect of
Stated transition
£
76,971 

£
1,615,546 

At 1st January 2014
FRS 102
(as
restated)
£
1,692,517 

As
previously
Stated
£
1,609,246 

At 31st December 2014
FRS 102
(as
restated
£
1,776,902 

Effect of
transition
£
167,656 

3,056,086 

(87,806)

2,968,280 

3,590,342 

(100,753) 3,489,589

(214,685)

- 

(214,685)

(308,027)

- 

(308,027)

Net current assets

2,841,401 

(87,806)

2,753,595 

3,282,315 

(100,753) 3,181,562 

Total assets less current liabilities

4,456,947 

(10,835)

4,446,112 

4,891,561  

66,903 

4,958,464 

Creditors due after more than one year

1

(1,254,347)

29,567 

(1,224,780)

(1,408,209)

34,352 

(1,373,857)

Provisions for liabilities

-

-

-

(52,288)

-

(52,288)

Net assets

3,202,600 

18,732 

3,221,332 

3,431,064 

101,255 

3,532,319 

Total capital and reserves

1

3,202,600 

18,732 

3,221,332 

3,431,064 

101,255 

3,532,319 

Notes to reconciliation on adoption of FRS 102

1. Present value of group balances

Under previous UK GAAP group balances not repayable on demand were measured at the undiscounted amount of the cash or other
consideration expected to be paid or received.

Under FRS 102 such balances are initially measured at the present value of future payments, discounted at a market rate of interest and
subsequently at amortised cost. Consequently, group balances receivable have been discounted by £87,806 and group balances payable by
£29,567 as at 1st January 2014 and £100,753 and £34,352 respectively as at 31st December 2014.

The financing shortfalls on loans made to subsidiary companies has had the effect of increasing the investment in those subsidiaries, subject
to impairment, by £76,971 as at 1st January 2014 and £167,636 as at 31st December 2014. The equivalent shortfalls on loans due to
subsidiary companies have been recognised in the income statement. The cumulative adjustments through retained earnings are £18,732 as
at 1st January 2014 and £101,255 as at 31st December 2014.

58

T. F.  & J. H .  BR A IM E  (HO LDIN G S)  P. L.C .

Five year record

2015 
£’000 

2014 
£’000 

2013 
£’000 

2012 
£’000 

2011 
£’000 

Turnover

26,470 

24,292 

22,954 

21,212 

20,068 

Profit from operations

Profit before tax

Profit after tax

897 

1,950 

1,542 

1,236 

1,125 

782 

1,075 

1,010 

752 

659 

678 

427 

1,294 

1,244 

814 

Basic and diluted earnings per share

107.05p 

54.31p 

52.23p 

29.64p 

56.53p 

59

T. F.  & J.H. BRAIME (HO LDINGS) P.L.C.

Explanatory notes of resolutions

3. Re-appointment of directors

The Articles of Association of the company require
the nearest number to one third of the directors to
retire at each Annual General Meeting. Accordingly,
A. Q. Braime and C. O. Braime are retiring by
rotation in accordance with the Company’s Articles
of Association and, being eligible, offer themselves
for re-election.

4. Re-appointment of auditors

The company is required to appoint auditors at
each Annual General Meeting to hold office until
the next such meeting at which accounts are
presented. The resolution proposes the
reappointment of the company’s existing auditors,
Kirk Newsholme, and authorises the directors to
agree their remuneration.

The following notes give an explanation of the
proposed resolutions. Resolutions 1 to 4 inclusive are
proposed as Ordinary resolutions. This means that for
each of those resolutions to be passed, more than half
of the votes cast must be in favour of the resolution. 

The directors consider that all of the resolutions to be
proposed at the AGM are in the best interests of the
company and its shareholders as a whole and
unanimously recommend that shareholders vote in
favour of all of the resolutions, as the directors intend
to do in respect of their own beneficial holdings.

BUSINESS TO BE TRANSACTED AT THE AGM

Details of the resolutions which are to be proposed at
the AGM are set out below.

Ordinary resolutions

1. To receive and adopt the report and accounts

The directors are required to present the
accounts for the year ended 31st December
2015 to the meeting. 

2. Confirmation of dividends

To confirm the interim dividend on the ordinary
and ‘A’ ordinary shares of 2.90p per share paid on
18th October 2015 and 6.20p per share paid on
12th May 2016.

60

T.F. & J.H. BRAIME (HOLDINGS) P.L.C.

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