REGISTERED NUMBER: |
REPORT OF THE DIRECTORS AND |
FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST DECEMBER 2023 |
FOR |
TURBOMECA322 LIMITED |
REGISTERED NUMBER: |
REPORT OF THE DIRECTORS AND |
FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST DECEMBER 2023 |
FOR |
TURBOMECA322 LIMITED |
TURBOMECA322 LIMITED (REGISTERED NUMBER: 00860268) |
CONTENTS OF THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
Page |
Company Information | 1 |
Report of the Directors | 2 |
Report of the Independent Auditors | 4 |
Statement of Comprehensive Income | 7 |
Balance Sheet | 8 |
Statement of Changes in Equity | 9 |
Notes to the Financial Statements | 10 |
TURBOMECA322 LIMITED |
COMPANY INFORMATION |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Statutory Auditor |
Fleming Court |
Leigh Road |
Eastleigh |
Southampton |
Hampshire |
SO50 9PD |
TURBOMECA322 LIMITED (REGISTERED NUMBER: 00860268) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
The directors present their report with the financial statements of the company for the year ended 31st December 2023. |
PRINCIPAL ACTIVITY |
Since the transfer in 2013 of all the shares by Rolls-Royce plc to Safran Helicopter Engines SA, the Company, formerly a joint venture by the name of Rolls Royce Turbomeca Ltd, is a wholly owned subsidiary of Safran Helicopter Engines SA, which in turn is a 100% owned subsidiary of Safran SA. Turbomeca322 Limited operates as part of the Safran group's aircraft propulsion division. |
In 2016 and 2017, the Company administered certain legacy contracts for the support of the RTM 322 aero-engines that were sub-contracted to its parent company, Safran Helicopter Engines SA with these contracts ending in 2017. The main ongoing RTM322 aero-engine contracts were transferred to other Safran Group companies in 2013. During 2018, 2019, 2020, 2021, 2022 and 2023 the Company has ultimately become a non-trading company. |
REVIEW OF BUSINESS |
In the year to 31 December 2023 the company made a profit after tax of £9,907 (2022 - loss after tax of £12,446). |
The directors consider the level of business and the year-end financial position to be satisfactory and reflect the fact that the Company is now non-trading. |
The operation of the business is monitored and controlled by its parent company, Safran Helicopter Engines SA. For this reason, the Company's directors believe that further key performance indicators for the Company are not necessary or appropriate for an understanding of the development, performance or position of the business. |
PRINCIPAL RISKS AND UNCERTAINTIES |
During the 2018 year the principal trading risks and uncertainties faced by the Company were passed onto its shareholders and other group entities through the nature of the contract arrangements in place. |
DIVIDENDS |
The directors do not propose the payment of a final dividend in respect of the year (2022: £nil). |
Total dividends of £nil were paid during the year (2022: £nil). |
FUTURE DEVELOPMENTS |
The company has now finished with the administration of some legacy contracts. The company will be financially |
supported by its shareholding company and ultimately became a non-trading company in 2018. |
During 2020, the company was no longer considered to be required by the group and accordingly the intention is for the company to be wound up and for the patents and contracts in place within the company to be transferred to another group company. As a result of this these financial statements (and the previous year's financial statements) have been prepared on a break-up basis as opposed to the going concern basis. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1st January 2023 to the date of this report. |
ENVIRONMENT |
The Safran Group recognises the importance of its environmental responsibilities, monitors its impact on the |
environment, and designs and implements policies to reduce any damage that might be caused by the group's activities.The Company operates in accordance with group policies, which are described in the group's Annual Report which does not form part of this Report. Initiatives designed to minimise the Company's impact on the environment include safe disposal of manufacturing waste, recycling and reducing energy consumption. The Company holds ISO14001 approval. |
SECTION 414B EXEMPTION |
The strategic report has not been prepared by the company in accordance with the exemption available to the company under section 414B of the Companies Act 2006. |
TURBOMECA322 LIMITED (REGISTERED NUMBER: 00860268) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 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 period. In preparing these financial statements, the directors are required to: |
- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
AUDITORS |
The auditors, Langdowns DFK Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
TURBOMECA322 LIMITED |
Opinion |
We have audited the financial statements of Turbomeca322 Limited (the 'company') for the year ended 31st December 2023 which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
In our opinion the financial statements: |
- | give a true and fair view of the state of the company's affairs as at 31st December 2023 and of its profit for the year then ended; |
- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
- | have been prepared in accordance with the requirements of the Companies Act 2006. |
Basis for opinion |
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
Emphasis of matter - basis of preparation |
We draw attention to Note 3 to the financial statements which explains that the directors intend to liquidate the company and therefore do not consider it appropriate to adopt the going concern basis of accounting in preparing the financial statements. Accordingly the financial statements have been prepared on a basis other than going concern as described in Note 3. Our opinion is not modified in respect of this matter. |
Other information |
The directors are responsible for the other information. The other information comprises the information in the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. |
Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of the audit: |
- | the information given in the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Report of the Directors has been prepared in accordance with applicable legal requirements. |
Matters on which we are required to report by exception |
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Report of the Directors. |
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- | adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the financial statements are not in agreement with the accounting records and returns; or |
- | certain disclosures of directors' remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
TURBOMECA322 LIMITED |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page three, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. |
In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so. |
Auditors' responsibilities for the audit of the financial statements |
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. |
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
As part of our audit planning procedures we identify the significant laws and regulations applicable to the company based upon our knowledge of the company, the industry in which it operates and from making enquiries with management. We consider those laws and regulations where non-compliance may have a material effect on the financial statements and those which have a direct impact on the financial statements such as compliance with the requirements of the Companies Act 2006. |
Audit procedures performed by the engagement team in relation to laws and regulations include making enquiries of management as to any known or suspected instances of non-compliance, maintaining awareness throughout the course of the audit as to any indications of instances of non-compliance and undertaking a review of the disclosures in the financial statements to supporting information and to disclosure checklists. |
We also consider areas that are at a higher risk of causing material misstatement in the financial statements due to irregularities, including those resulting from fraud and how such fraud may occur. We discuss with senior management the key controls in place to mitigate the risk of fraud and enquire as to whether they are aware of, or suspect, any fraudulent activities having taken place. |
Throughout the audit, we maintain an appropriate level of professional scepticism when provided with information and explanations. We consider the appropriateness of significant accounting journals that were processed during the year, assess the reasonableness of any significant accounting estimates and consider whether there were any indications of bias by management during the year that represents a risk of material misstatement due to fraud. We also carry out analytical procedures to identify any unusual or unexpected variances to expectations as these may be an indication of management over-ride or management bias. |
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. |
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
TURBOMECA322 LIMITED |
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 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. |
for and on behalf of |
Statutory Auditor |
Fleming Court |
Leigh Road |
Eastleigh |
Southampton |
Hampshire |
SO50 9PD |
TURBOMECA322 LIMITED (REGISTERED NUMBER: 00860268) |
STATEMENT OF COMPREHENSIVE INCOME |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
2023 | 2022 |
Notes | £ | £ |
TURNOVER |
Administrative expenses |
6,756 | (12,698 | ) |
Other operating income |
OPERATING PROFIT/(LOSS) | ( |
) |
Interest receivable and similar income |
PROFIT/(LOSS) BEFORE TAXATION | 5 | ( |
) |
Tax on profit/(loss) | 6 |
PROFIT/(LOSS) FOR THE FINANCIAL YEAR | ( |
) |
OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE INCOME/(LOSS) FOR THE YEAR |
( |
) |
TURBOMECA322 LIMITED (REGISTERED NUMBER: 00860268) |
BALANCE SHEET |
31ST DECEMBER 2023 |
2023 | 2022 |
Notes | £ | £ |
CURRENT ASSETS |
Debtors | 7 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 8 |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital | 9 |
Retained earnings | 10 |
The financial statements were approved by the Board of Directors and authorised for issue on |
TURBOMECA322 LIMITED (REGISTERED NUMBER: 00860268) |
STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Balance at 1st January 2022 |
Changes in equity |
Total comprehensive loss | - | ( |
) | ( |
) |
Balance at 31st December 2022 |
Changes in equity |
Total comprehensive income | - |
Balance at 31st December 2023 |
TURBOMECA322 LIMITED (REGISTERED NUMBER: 00860268) |
NOTES TO THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
1. | STATUTORY INFORMATION |
Turbomeca322 Limited is a |
The presentation currency of the financial statements is the Pound Sterling (£). |
These financial statements are prepared in respect of Turbomeca322 Limited as an individual entity. |
2. | STATEMENT OF COMPLIANCE |
3. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
In the years up to the year ended 31 December 2018, the financial statements had been prepared on a going concern basis under the historical cost convention. The current intention of the directors is for the company to be liquidated in the foreseeable future and as a result the financial statements have not been prepared on the going concern basis and instead have been prepared on the break-up basis. Appropriate adjustments to these accounts have been made as a result of this change in basis of preparation. |
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 FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": |
• | the requirements of Section 7 Statement of Cash Flows; |
• | the requirement of paragraph 3.17(d); |
• | the requirements of paragraphs 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c); |
• | the requirement of paragraph 33.7. |
Significant judgements and estimates |
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported in the financial statements. The following are considered to have the most significant effect on the amounts recognised in the financial statements: |
- Taxation on the determination of the amount of deferred tax assets that can be recognised, based on the likely level and timing of future profit. |
Turnover |
Turnover represents the amounts (excluding Value Added Tax) derived from the provision of goods and services to customers. Revenue for the sale of goods is recognised when title passes, or when the right to consideration, in exchange for performance, has been completed. Turnover relates to the company's principal activity. |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
TURBOMECA322 LIMITED (REGISTERED NUMBER: 00860268) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
3. | ACCOUNTING POLICIES - continued |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Foreign currencies |
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
Debtors and creditors receivable / payable within one year |
Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account in other administrative expenses. |
Operating lease agreements |
Rentals applicable to operating leases where substantially all of the benefits and risks of ownership remain with the lessor are charged against profits on a straight line basis over the period of the lease. |
Financial instruments |
Financial instruments are classified and accounted for, according to the substance of the contractual arrangement, as either financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. |
4. | EMPLOYEES AND DIRECTORS |
The company has no employees other than directors who received no remuneration in respect of services to the Company or the Group in the current or preceding year as they are remunerated as Directors of the controlling parties as referred to in note 12 where substantially all of their services are performed. |
5. | PROFIT/(LOSS) BEFORE TAXATION |
The profit (2022 - loss) is stated after charging/(crediting): |
2023 | 2022 |
£ | £ |
Auditors' remuneration |
Taxation compliance services |
Foreign exchange differences | ( |
) |
6. | TAXATION |
Analysis of the tax charge |
The tax charge on the profit for the year was as follows: |
2023 | 2022 |
£ | £ |
Current tax: |
UK corporation tax |
Tax on profit/(loss) |
TURBOMECA322 LIMITED (REGISTERED NUMBER: 00860268) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
6. | TAXATION - continued |
Reconciliation of total tax charge included in profit and loss |
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below: |
2023 | 2022 |
£ | £ |
Profit/(loss) before tax | ( |
) |
Profit/(loss) multiplied by the standard rate of corporation tax in the UK of |
( |
) |
Effects of: |
Capital allowances in excess of depreciation | ( |
) | ( |
) |
Losses surrendered to group | - | 2,909 |
Total tax charge | 2,276 | - |
7. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2023 | 2022 |
£ | £ |
Amounts owed by group undertakings |
VAT |
Prepayments and accrued income |
8. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2023 | 2022 |
£ | £ |
Amounts owed to group undertakings |
Tax |
Accruals and deferred income |
9. | CALLED UP SHARE CAPITAL |
The authorised and issued share capital is £100 divided into 50 'A' ordinary shares of £1 each and 50 'B' ordinary shares of £1 each, which rank pari passu in all respects. Safran Helicopter Engines SA holds all of the shares in the issued share capital of the company. These shares are all fully paid. |
10. | RESERVES |
Retained |
earnings |
£ |
At 1st January 2023 |
Profit for the year |
At 31st December 2023 |
11. | RELATED PARTY DISCLOSURES |
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with group companies where any subsidiary that is a party to the transaction is wholly owned within the group or where transactions have been undertaken under normal market conditions. |
TURBOMECA322 LIMITED (REGISTERED NUMBER: 00860268) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
12. | IMMEDIATE AND ULTIMATE PARENT COMPANY AND CONTROLLING PARTY |
Safran Helicopter Engines SA, incorporated in France, is the Company's immediate parent company. Safran SA, incorporated in France, is the company's ultimate parent company and controlling party. The results of the company are consolidated in the group headed by Safran SA. The consolidated financial statements of Safran SA are available to the public and may be obtained from 2 Boulevard du General Martial Valin, 75724, Paris Cedex 15, France. |