Silverfin false true 31/12/2022 01/01/2022 31/12/2022 Abu Hanifa Choudhury 18/03/2019 Petri Mikael Kallio 18/03/2019 14 November 2023 11837228 2022-12-31 11837228 bus:Director1 2022-12-31 11837228 bus:Director2 2022-12-31 11837228 2021-12-31 11837228 core:CurrentFinancialInstruments 2022-12-31 11837228 core:CurrentFinancialInstruments 2021-12-31 11837228 core:ShareCapital 2022-12-31 11837228 core:ShareCapital 2021-12-31 11837228 core:SharePremium 2022-12-31 11837228 core:SharePremium 2021-12-31 11837228 core:RetainedEarningsAccumulatedLosses 2022-12-31 11837228 core:RetainedEarningsAccumulatedLosses 2021-12-31 11837228 core:ShareCapital 2020-12-31 11837228 core:SharePremium 2020-12-31 11837228 core:RetainedEarningsAccumulatedLosses 2020-12-31 11837228 2020-12-31 11837228 core:Goodwill 2021-12-31 11837228 core:Goodwill 2022-12-31 11837228 core:OfficeEquipment 2021-12-31 11837228 core:OfficeEquipment 2022-12-31 11837228 core:DeferredTaxation 2021-12-31 11837228 core:DeferredTaxation 2022-12-31 11837228 core:AcceleratedTaxDepreciationDeferredTax 2022-12-31 11837228 core:AcceleratedTaxDepreciationDeferredTax 2021-12-31 11837228 bus:OrdinaryShareClass1 2022-12-31 11837228 core:WithinOneYear 2022-12-31 11837228 core:WithinOneYear 2021-12-31 11837228 core:BetweenOneFiveYears 2022-12-31 11837228 core:BetweenOneFiveYears 2021-12-31 11837228 2022-01-01 2022-12-31 11837228 bus:FullAccounts 2022-01-01 2022-12-31 11837228 bus:FRS102 2022-01-01 2022-12-31 11837228 bus:Audited 2022-01-01 2022-12-31 11837228 bus:PrivateLimitedCompanyLtd 2022-01-01 2022-12-31 11837228 bus:Director1 2022-01-01 2022-12-31 11837228 bus:Director2 2022-01-01 2022-12-31 11837228 2021-01-01 2021-12-31 11837228 core:ShareCapital 2021-01-01 2021-12-31 11837228 core:SharePremium 2021-01-01 2021-12-31 11837228 core:RetainedEarningsAccumulatedLosses 2021-01-01 2021-12-31 11837228 core:ShareCapital 2022-01-01 2022-12-31 11837228 core:SharePremium 2022-01-01 2022-12-31 11837228 core:RetainedEarningsAccumulatedLosses 2022-01-01 2022-12-31 11837228 core:Goodwill core:TopRangeValue 2022-01-01 2022-12-31 11837228 core:Goodwill 2022-01-01 2022-12-31 11837228 core:OfficeEquipment core:TopRangeValue 2022-01-01 2022-12-31 11837228 1 2022-01-01 2022-12-31 11837228 1 2021-01-01 2021-12-31 11837228 2 2022-01-01 2022-12-31 11837228 2 2021-01-01 2021-12-31 11837228 3 2022-01-01 2022-12-31 11837228 3 2021-01-01 2021-12-31 11837228 core:OfficeEquipment 2022-01-01 2022-12-31 11837228 core:CurrentFinancialInstruments 2022-01-01 2022-12-31 11837228 core:DeferredTaxation 2022-01-01 2022-12-31 11837228 bus:OrdinaryShareClass1 2022-01-01 2022-12-31 11837228 bus:OrdinaryShareClass1 2021-01-01 2021-12-31 iso4217:GBP xbrli:pure xbrli:shares

Company No: 11837228 (England and Wales)

VARTA CONSUMER BATTERIES UK LIMITED

Annual Report and Financial Statements
For the financial year ended 31 December 2022

VARTA CONSUMER BATTERIES UK LIMITED

Annual Report and Financial Statements

For the financial year ended 31 December 2022

Contents

VARTA CONSUMER BATTERIES UK LIMITED

COMPANY INFORMATION

For the financial year ended 31 December 2022
VARTA CONSUMER BATTERIES UK LIMITED

COMPANY INFORMATION (continued)

For the financial year ended 31 December 2022
DIRECTORS Abu Hanifa Choudhury
Petri Mikael Kallio
REGISTERED OFFICE Suite 102 Earl Business Centre
Dowry Street
Oldham
OL8 2PF
England
United Kingdom
COMPANY NUMBER 11837228 (England and Wales)
AUDITOR HSKSG Audit
3rd Floor
Butt Dyke House
33 Park Row
Nottingham
NG1 6EE
United Kingdom
VARTA CONSUMER BATTERIES UK LIMITED

DIRECTORS' REPORT

For the financial year ended 31 December 2022
VARTA CONSUMER BATTERIES UK LIMITED

DIRECTORS' REPORT (continued)

For the financial year ended 31 December 2022

The directors present their annual report and the audited financial statements of the Company for the financial year ended 31 December 2022.

The Company has taken advantage of the exemption in Section 414 A(2) of the Companies Act 2006 from the requirement to prepare a Strategic Report on the basis that it would be entitled to prepare financial statements for the year in accordance with the small companies regime but for being a member of an ineligible group.

PRINCIPAL ACTIVITIES

The principal activity of the Company during the financial year was the distribution of batteries and accumulators.

GOING CONCERN

The directors have prepared the financial statements on the going concern basis. Further details are provided in the notes to the financial statements. In accordance with their responsibilities as directors, the directors have considered the appropriateness of the going concern basis for the preparation of the financial statements.

DIRECTORS

The directors, who served during the financial year and to the date of this report except as noted, were as follows:

Abu Hanifa Choudhury
Petri Mikael Kallio

AUDITOR

Each of the persons who is a director at the date of approval of this report confirms that:

* So far as the director is aware, there is no relevant audit information of which the Company's auditor is unaware; and

* The director has taken all the steps that they ought to have taken as a director in order to make himself/herself aware of any relevant audit information and to establish that the Company's auditor is aware of that information.


This confirmation is given and should be interpreted in accordance with the provisions of s418 of the Companies Act 2006.


A resolution to reappoint HSKSG Audit as auditors will be proposed at the forthcoming Annual General Meeting.

The Directors' Report has been prepared in accordance with the provisions applicable to companies entitled to the small companies' exemption provided by section 415A of the Companies Act 2006.



Approved by the Board of Directors and signed on its behalf by:

Abu Hanifa Choudhury
Director
Suite 102 Earl Business Centre
Dowry Street
Oldham
OL8 2PF
England
United Kingdom

14 November 2023

VARTA CONSUMER BATTERIES UK LIMITED

DIRECTORS' RESPONSIBILITIES STATEMENT

For the financial year ended 31 December 2022
VARTA CONSUMER BATTERIES UK LIMITED

DIRECTORS' RESPONSIBILITIES STATEMENT (continued)

For the financial year ended 31 December 2022

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that financial period.

In preparing these financial statements, the directors are required to:
* Select suitable accounting policies and then apply them consistently;
* Make judgements and accounting estimates that are reasonable and prudent; 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 Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the Companies Act 2006. The directors are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF VARTA CONSUMER BATTERIES UK LIMITED

For the financial year ended 31 December 2022

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF VARTA CONSUMER BATTERIES UK LIMITED (continued)

For the financial year ended 31 December 2022

Report on the audit of the financial statements

Opinion

In our opinion the financial statements of Varta Consumer Batteries UK Limited (the 'Company'):
* Give a true and fair view of the state of the Company's affairs as at 31 December 2022 and of its profit for the financial year then ended;
* Have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice, including Financial Reporting Standard 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”; and
* Have been prepared in accordance with the requirements of the Companies Act 2006.

We have audited the financial statements which comprise:
* The Profit and Loss Account;
* The Balance Sheet;
* The Statement of Changes in Equity; and
* The related notes 1 to 17.

The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" (United Kingdom Generally Accepted Accounting Practice).

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor's responsibilities for the audit of the financial statements section of our report.

We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the Financial Reporting Council's (the 'FRC's') Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Responsibilities of directors

As explained more fully in the Directors' Responsibilities Statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We considered the nature of the Company’s business and its control environment. We also enquired of management about their identification and assessment of the risks of irregularities.

We obtained an understanding of the legal and regulatory framework in which the Company operates and identified key laws and regulations that:

* Had a direct effect on the determination of material amounts and disclosures in the financial statements, which included the Companies Act 2006, tax legislation and payroll legislation.
* Did not have a direct effect on the financial statements but compliance with which may be fundamental to the Company’s ability to operate.

We discussed among the audit engagement team the opportunities and incentives that may exist within the organisation for fraud and how / where fraud might occur in the financial statements.

In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

In addition, our procedures to respond to the risks identified included:

* Reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
* Performing analytical procedures to identify any unusual or unexpected variances that may indicate risks of material misstatement due to fraud;
* Enquiring of management about any instances of non-compliance with laws and regulations and any instances of known or suspected fraud.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

Report on other legal and regulatory requirements

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:
* The information given in the Directors’ Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
* The Directors’ Report has been prepared in accordance with applicable legal requirements.

In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified any material misstatements in the Directors’ Report.

Matters on which we are required to report by exception

Under the Companies Act 2006 we are required to report in respect of the following matters if, in our opinion:
* Adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
* The financial statements are not in agreement with the accounting records and returns; or
* Certain disclosures of directors’ remuneration specified by law are not made; or
* We have not received all the information and explanations we require for our audit; or
* The directors were not entitled to take advantage of the small companies’ exemptions in preparing the Directors’ Report and from the requirement to prepare a Strategic Report.

We have nothing to report in respect of these matters.

Use of our report

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Philip Handley FCA (Senior Statutory Auditor)
For and on behalf of
HSKSG Audit
Statutory Auditor

3rd Floor
Butt Dyke House
33 Park Row
Nottingham
NG1 6EE
United Kingdom

14 November 2023

VARTA CONSUMER BATTERIES UK LIMITED

PROFIT AND LOSS ACCOUNT

For the financial year ended 31 December 2022
VARTA CONSUMER BATTERIES UK LIMITED

PROFIT AND LOSS ACCOUNT (continued)

For the financial year ended 31 December 2022
Note 2022 2021
£ £
Turnover 2 8,753,029 7,151,290
Cost of sales ( 7,735,157) ( 5,721,560)
Gross profit 1,017,872 1,429,730
Distribution costs ( 153,521) ( 254,603)
Administrative expenses ( 741,715) ( 637,689)
Other operating income 117,926 11,830
Operating profit 240,562 549,268
Finance income 3 439,962 261,501
Profit before taxation 4 680,524 810,769
Tax on profit 7 ( 187,167) ( 145,838)
Profit for the financial year 493,357 664,931

All amounts relate to continuing operations.

There were no items of other comprehensive income or losses for the current or prior year other than those included in the Profit and Loss Account, accordingly no Statement of Comprehensive Income is presented.

VARTA CONSUMER BATTERIES UK LIMITED

BALANCE SHEET

As at 31 December 2022
VARTA CONSUMER BATTERIES UK LIMITED

BALANCE SHEET (continued)

As at 31 December 2022
Note 2022 2021
£ £
Fixed assets
Intangible assets 8 981,180 1,132,260
Tangible assets 9 5,084 7,434
986,264 1,139,694
Current assets
Stocks 10 176,438 59,232
Debtors 11 30,902,377 28,965,505
Cash at bank and in hand 682,686 574,218
31,761,501 29,598,955
Creditors: amounts falling due within one year 12 ( 3,228,406) ( 1,711,805)
Net current assets 28,533,095 27,887,150
Total assets less current liabilities 29,519,359 29,026,844
Provision for liabilities 13 0 ( 842)
Net assets 29,519,359 29,026,002
Capital and reserves 14
Called-up share capital 3 3
Share premium account 28,086,438 28,086,438
Profit and loss account 1,432,918 939,561
Total shareholder's funds 29,519,359 29,026,002

The financial statements of Varta Consumer Batteries UK Limited (registered number: 11837228) were approved and authorised for issue by the Board of Directors on 14 November 2023. They were signed on its behalf by:

Abu Hanifa Choudhury
Director
VARTA CONSUMER BATTERIES UK LIMITED

STATEMENT OF CHANGES IN EQUITY

For the financial year ended 31 December 2022
VARTA CONSUMER BATTERIES UK LIMITED

STATEMENT OF CHANGES IN EQUITY (continued)

For the financial year ended 31 December 2022
Called-up share capital Share premium account Profit and loss account Total
£ £ £ £
At 01 January 2021 3 28,086,438 274,630 28,361,071
Profit for the financial year 0 0 664,931 664,931
Total comprehensive income 0 0 664,931 664,931
At 31 December 2021 3 28,086,438 939,561 29,026,002
At 01 January 2022 3 28,086,438 939,561 29,026,002
Profit for the financial year 0 0 493,357 493,357
Total comprehensive income 0 0 493,357 493,357
At 31 December 2022 3 28,086,438 1,432,918 29,519,359
VARTA CONSUMER BATTERIES UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

For the financial year ended 31 December 2022
VARTA CONSUMER BATTERIES UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

For the financial year ended 31 December 2022
1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.

General information and basis of accounting

Varta Consumer Batteries UK Limited (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the Company's registered office is Suite 102, Earl Business Centre, Dowry Street, Oldham, OL8 2PF, United Kingdom.

The principal activities are set out in the Directors’ Report.

The financial statements have been prepared under the historical cost convention and in accordance with Financial Reporting Standard 102 (FRS 102) applicable in the UK and Republic of Ireland issued by the Financial Reporting Council and the requirements of the Companies Act 2006.

The financial statements are presented in pounds sterling which is the functional currency of the company and rounded to the nearest £.

Varta Consumer Batteries UK Limited meets the definition of a qualifying entity under FRS 102 and has therefore taken advantage of the disclosure exemptions available to it. Exemptions have been taken in relation to share-based payments, financial instruments, presentation of a Cash Flow Statement and remuneration of key management personnel. Please refer to note 17 for more details.

Going concern

In accordance with their responsibilities as directors, the directors have considered the appropriateness of the going concern basis for the preparation of the financial statements.

The directors have assessed the Balance Sheet and likely future cash flows at the date of approving these financial statements. The Company continues to be profitable and has cash reserves. The group companies have also indicated that they will continue to support the Company if required and will not request repayment of the loan within 12 months of the date of signing the accounts unless the Company has sufficient funds to do so. As a result, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence and to meet its financial obligations as they fall due for at least 12 months from the date of signing these financial statements. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

Foreign currency

Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the Balance Sheet date are reported at the rates of exchange prevailing at that date.

Exchange differences are recognised in the Profit and Loss Account in the period in which they arise except for:
* exchange differences on transactions entered into to hedge certain foreign currency risks (see above); and
* exchange differences arising on gains or losses on non-monetary items which are recognised in the Statement of Comprehensive Income.

Turnover

Turnover is stated net of VAT and trade discounts and is recognised when the significant risks and rewards are considered to have been transferred to the buyer. Turnover from the sale of goods is recognised when the goods are physically delivered to the customer. Where payments are received from customers in advance of delivery, the amounts are recorded as deferred income and included as part of creditors due within one year.

Interest income

Interest income is recognised when it is probable that the economic benefits will flow to the Company and the amount of revenue can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying amount on initial recognition.

Employee benefits

Defined contribution schemes
For defined contribution schemes the amounts charged to the Profit and Loss Account in respect of pension costs and other post-retirement benefits are the contributions payable in the financial year. Differences between contributions payable in the financial year and contributions actually paid are shown as either accruals or prepayments in the Balance Sheet.

Other long-term employee benefits are measured at the present value of the benefit obligation at the reporting date.

Taxation

Current tax, including UK corporation tax and foreign 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 where transactions or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future have occurred at the Balance Sheet date. 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 periods different 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.

When the amount that can be deducted for tax for an asset that is recognised in a business combination is less (more) than the value at which it is recognised, a deferred tax liability (asset) is recognised for the additional tax that will be paid (avoided) in respect of that difference. Similarly, a deferred tax asset (liability) is recognised for the additional tax that will be avoided (paid) because of a difference between the value at which a liability is recognised and the amount that will be assessed for tax.

Deferred tax liabilities are recognised for timing differences arising from investments in subsidiaries and associates, except where the Company is able to control the reversal of the timing difference and it is probable that it will not reverse in the foreseeable future.

Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the Balance Sheet date that are expected to apply to the reversal of the timing difference. Deferred tax relating to property, plant and equipment is measured using the revaluation model and investment property is measured using the tax rates and allowances that apply to the sale of the asset.

Where items recognised in the Statement of 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.

Current tax assets and liabilities are offset only when there is a legally enforceable right to set off the amounts and the Company intends either to settle on a net basis or to realise the asset and settle the liability simultaneously. Deferred tax assets and liabilities are offset only if: a) the Company has a legally enforceable right to set off current tax assets against current tax liabilities; and b) the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same taxation authority on the Company and the Company intends either to settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

Intangible assets

Goodwill 10 years straight line
Goodwill

Goodwill arising on the acquisition of subsidiary undertakings and business, representing any excess of the fair value of the consideration given over the fair value of the identifiable assets and liabilities acquired, is capitalised and written off on a straight line basis over its useful economic life. Provision is made for any impairment.

Tangible fixed assets

Tangible fixed assets are stated at cost or valuation, net of depreciation and any provision for impairment. Depreciation is provided on all tangible fixed assets, other than investment property and freehold land, at rates calculated to write off the cost or valuation, less estimated residual value, of each asset over its expected useful life, as follows:

Office equipment 5 years straight line

Residual value represents the estimated amount which would currently be obtained from disposal of an asset, after deducting estimated costs of disposal, if the asset were already of the age and in the condition expected at the end of its useful life.

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

Leases

The Company as lessee
Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such a basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the lease term.

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 Profit and Loss Account 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.

Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

Financial assets
For financial assets carried at amortised cost, the amount of impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.

For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.

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 no impairment been recognised.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to sell, which is equivalent to the net realisable value. Provision is made for obsolete, slow-moving or defective items where appropriate.

Financial instruments

Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities.

Financial assets and liabilities are only offset in the Balance Sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the Company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Provisions

Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that the Company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the Balance Sheet date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time value of money is material).

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.

2. Turnover

Turnover represents the fair value of goods/services provided to customers during the financial year excluding value added tax.

Breakdown business class

An analysis of the Company's turnover by class of business is set out below.

Turnover is wholly attributable to the principal activity of the Company and arises solely within the United Kingdom.

3. Finance income

2022 2021
£ £
Interest receivable and similar income 439,962 261,501

4. Profit before taxation

Profit before taxation is stated after charging/(crediting):

2022 2021
£ £
Depreciation of tangible fixed assets (note 9) 2,350 2,351
Amortisation of intangible assets (note 8) 151,080 151,080
Operating lease rentals 29,367 35,384
Foreign exchange (gains)/losses ( 1,492) 17,998

5. Auditor's remuneration

An analysis of the auditor's remuneration is as follows:

2022 2021
£ £
Fees payable to the Company’s auditor and its associates for the audit of the Company's annual financial statements: 6,750 6,750
Total audit fees 6,750 6,750

6. Staff number and costs

2022 2021
Number Number
The average monthly number of employees (including directors) was:
Management 1 2
Sales and marketing 3 5
Customer service 1 0
5 7

Their aggregate remuneration comprised:

2022 2021
£ £
Wages and salaries 177,552 237,503
Social security costs 35,142 34,930
Other retirement benefit costs 10,855 5,319
223,549 277,752

7. Tax on profit

2022 2021
£ £
Current tax on profit
UK corporation tax 159,498 184,214
Adjustments in respect of prior years
UK corporation tax 29,955 ( 39,218)
Total current tax 189,453 144,996
Deferred tax
Origination and reversal of timing differences ( 1,494) ( 1,463)
Effect of changes in tax rate (792) 446
Adjustment in respect of prior periods 0 1,859
Total deferred tax ( 2,286) 842
Total tax on profit 187,167 145,838

Following the Budget announcement on 3 March 2021 the UK Corporation Tax rate (from 1 April 2023) will be 25% (for companies with profits over £250,000) and continue to be 19% (for companies with profits of £50,000 or less). Companies with profits between £50,000 and £250,000 will pay tax at the main rate reduced by a marginal relief providing a gradual increase in the effective Corporation Tax rate. The tax rate change was enacted in Finance Act 2021 on 24 May 2021.

At the Balance Sheet date, it was estimated that the Company’s future profits will be applicable entirely to the main rate of corporation tax and therefore deferred tax balances as at 31 December 2022 have been re-calculated to 25%.

Tax reconciliation

The tax assessed for the year is higher than (2021: lower than) the standard rate of corporation tax in the UK:

2022 2021
£ £
Profit before taxation 680,524 810,769
Tax on profit at standard UK corporation tax rate of 19.00% (2021: 19.00%) 129,300 154,046
Effects of:
- Expenses not deductible for tax purposes 28,704 28,705
- Adjustments in respect of prior years 29,955 ( 37,359)
- Tax rate changes (792) 446
Total tax charge for year 187,167 145,838

8. Intangible assets

Goodwill Total
£ £
Cost
At 01 January 2022 1,510,799 1,510,799
At 31 December 2022 1,510,799 1,510,799
Accumulated amortisation
At 01 January 2022 378,539 378,539
Charge for the financial year 151,080 151,080
At 31 December 2022 529,619 529,619
Net book value
At 31 December 2022 981,180 981,180
At 31 December 2021 1,132,260 1,132,260

9. Tangible assets

Office equipment Total
£ £
Cost
At 01 January 2022 11,754 11,754
At 31 December 2022 11,754 11,754
Accumulated depreciation
At 01 January 2022 4,320 4,320
Charge for the financial year 2,350 2,350
At 31 December 2022 6,670 6,670
Net book value
At 31 December 2022 5,084 5,084
At 31 December 2021 7,434 7,434

10. Stocks

2022 2021
£ £
Stocks 176,438 59,232

11. Debtors

2022 2021
£ £
Trade debtors 3,234,474 1,506,183
Amounts owed by Group undertakings (note 16) 27,659,618 27,454,223
Other debtors 5,695 5,099
Accrued income 1,147 0
Deferred tax asset 1,443 0
30,902,377 28,965,505

Amounts owed by Group undertakings are unsecured and were interest bearing at 0.88% until 30 July 2022, beyond which the applicable rate was 2.60% (2021: 0.88%) per annum. The total amounts owed by Group undertakings are payable before 31 July 2023.

12. Creditors: amounts falling due within one year

2022 2021
£ £
Trade creditors 661,937 452,951
Amounts owed to Group undertakings (note 16) 1,277,986 552,654
Corporation tax 343,712 177,194
Other taxation and social security 692,629 384,708
Accruals 221,982 136,191
Other creditors 30,160 8,107
3,228,406 1,711,805

Amounts owed to Group undertakings are unsecured, repayable on demand and interest free.

13. Provision for liabilities

Deferred taxation Total
£ £
At 01 January 2022 842 842
Credited to the Profit and Loss Account ( 842) ( 842)
At 31 December 2022 0 0

Deferred tax

2022 2021
£ £
Accelerated capital allowances 0 842
Provision for deferred tax 0 842

14. Called-up share capital and reserves

2022 2021
£ £
Allotted, called-up and fully-paid
3 Ordinary shares of £ 1.00 each 3 3
Presented as follows:
Called-up share capital presented as equity 3 3

The Company's other reserves are as follows:

The share premium reserve contains the premium arising on issue of equity shares, net of issue expenses.

The profit and loss reserve represents cumulative profits or losses, net of dividends paid and other adjustments.

15. Financial commitments

Commitments

Total future minimum lease payments under non-cancellable operating leases are as follows:

2022 2021
£ £
within one year 19,135 34,162
between one and five years 71,756 28,577
90,891 62,739

The commitments above relate to office and car leases.

Pensions

The Company operates a defined contribution pension scheme for the directors and employees. The assets of the scheme are held separately from those of the Company in an independently administered fund.

2022 2021
£ £
Unpaid contributions due to the fund (inc. in other creditors) 0 5,347

The charge to Profit and Loss Account in respect of defined contribution schemes is £10,855 (2021: £5,319).

16. Related party transactions

The Company has availed of the exemption provided in FRS 102 Section 33 Related Party Disclosures not to disclose transactions entered into with fellow group companies that are wholly owned within the group of companies of which the Company is a wholly owned member.

During the year, a total sum of £78,284 (2021: £78,959) was paid to the directors as directors' emolument for their services to the Company.

17. Controlling party

The Company is a wholly owned subsidiary of VARTA Aktiengesellschaft which is the parent and the smallest group to consolidate these financial statements. The registered office is Varta-Platz 1 Ellwangen (Jagst), Baden-Württemberg, 73479, Germany.

The directors consider Dr Michael Tojner as the ultimate controlling party due to his substantial holdings in the ultimate parent company, Mortana Tech Components AG.