Registered number:
FOR THE YEAR ENDED 31 DECEMBER 2022
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COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED)
COMPANY INFORMATION
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COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED)
CONTENTS
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COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED)
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
The director presents the strategic report for the year ended 31 December 2022.
On 28 February 2023 the company changed it's name from Roper Industries UK Limited to Indicor Industries UK Limited. On 9 May 2023 the company then changed it's name again to Compressor Controls UK Limited.
The Company acts as an intermediate holding company and its subsidiaries are delivering quality innovative solutions and continuing to invest in development.
On 11 April 2023 the Company acquired Trinity Integrated Systems Ltd from RIL Holdings Limited, the consideration being a promissory note to the value of £5,282k. On 11 April 2023 the Company sold investments in RIL Holding Limited, Uson Limited, Advance Sensors Limited, and Technolog Holdings Limited, the consideration being a promissory note to the value of £296,580k. As described in note 2.2 the Directors have taken the decision to cease the trading of this company and as such have prepared these accounts on a basis other than that of the going concern basis.
This report was approved by the board on 1 August 2024 and signed on its behalf.
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COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED)
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
The directors present their report and the financial statements for the year ended 31 December 2022.
The directors are responsible for preparing the Strategic report, the Directors' report and the financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to 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.
The profit for the year, after taxation, amounted to £15,568 thousand (2021 - loss £9,364 thousand).
Dividends of £33,622,000 were paid during the year (2021: £8,861,900).
The directors who served during the year were:
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COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED)
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
On 11 April 2023 the Company acquired Trinity Integrated Systems Ltd from RIL Holdings Limited, the consideration being a promissory note to the value of £5,282k.
On 11 April 2023 the Company sold investments in RIL Holding Limited, Uson Limited, Advance Sensors Limited, and Technolog Holdings Limited, the consideration being a promissory note to the value of £296,580k. On 12 July 2024 the Company sold it's investments in Compressor Controls Corporation SRL and Trinity Integrated Systems Ltd, the consideration being a promissory note to the value of $74,178,000. As described in note 2.2 the Directors have taken the decision to cease the trading of this company.
Under section 487(2) of the Companies Act 2006, PKF Smith Cooper Audit Limited will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.
This report was approved by the board on
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COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED)
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED)
We have audited the financial statements of Compressor Controls UK Limited (formerly known as Roper Industries UK Limited) (the 'Company') for the year ended 31 December 2022, which comprise the Statement of comprehensive income, the Balance sheet, the Statement of changes in equity and the related notes, 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).
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 United Kingdom, including the Financial Reporting Council'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.
We draw attention to note 2.2 to the financial statements which explains that the directors intend for the company the cease trading during 2024 and therefore do not consider it to be 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 2.2. Our opinion is not modified in respect of this matter.
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' 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.
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COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED)
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED) (CONTINUED)
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic report and the Directors' report have 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 material misstatements in the Strategic report or the Directors' report.
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COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED)
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED) (CONTINUED)
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 Auditors' 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.
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:
Based on our understanding of the company and industry, we identified that the principal risks of fraud or noncompliance with laws and regulations related to: • management bias in respect of accounting estimates and judgements made; • management override of control; • posting of unusual journals or transactions We focused on those area that could give rise to a material misstatement in the Company financial statements. Our procedures included, but are not limited to: • Enquiry of management and those charged with governance around actual and potential litigation and claims; • Reviewing minutes of meetings of those charged with governance where available; • Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations. • Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias. We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit. As part of this discussion, we identified potential for fraud through significant accounting estimates
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 Auditors' 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 Auditors' 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.
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COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED)
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED) (CONTINUED)
for and on behalf of
Chartered Accountants
Statutory Auditors
Prospect House
1 Prospect Place
Pride Park
DE24 8HG
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COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED)
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2022
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COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED)
REGISTERED NUMBER: 06657565
BALANCE SHEET
AS AT 31 DECEMBER 2022
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 11 to 22 form part of these financial statements.
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COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED)
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
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COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
Compressor Controls UK Limited (‘the Company’) acts as an intermediate holding company.
On 28 February 2023 the company changed it's name from Roper Industries UK Limited to Indicor Industries UK Limited. On 9 May 2023 the company then changed it's name again to Compressor Controls UK Limited. The Company is a private company limited by shares and is incorporated and domiciled in England & Wales. The address of its registered office is Honeywell House, Skimped Hill Lane, Bracknell, Berkshire, RG 12 1EB.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).
Exemptions for qualifying entities under FRS 102
FRS 102 allows a qualifying entity certain disclosure exemptions. The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": • the requirements of Section 4 Statement of Financial Position paragraph 4.12(a)(iv); • the requirements of Section 7 Statement of Cash Flows; • the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d); • the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A; and • the requirements of Section 33 Related Party Disclosures paragraph 33.7. Consolidated financial statements At 31 December 2022 the Company was a wholly owned subsidiary of Indicor LLC. It is included in the consolidated financial statements of Indicor LLC, the ultimate parent undertaking, registered in the U.S., and are available from Indicor LLC, 11605 N. Community House Dr., Suite 250, charlotte, NC 28277, USA. Therefore the Company is exempt by virtue of section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial statements. These financial statements are the Company’s separate financial statements.
The following principal accounting policies have been applied:
The directors intend for the Company to cease trading during 2024 and therefore have considered the preparation of the accounts on a going concern basis to be inappropriate. The financial statements have been prepared on a basis other than that of the going concern basis. This basis includes, where applicable writing down the Company's assets to net realisable value. No provision has been made for the future costs of terminating the business unless such costs were committed at the reporting date.
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COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
The Company’s functional and presentation currency is the pound sterling. All the Company’s transactions are denominated in its functional currency.
Foreign currency transactions are translated at the rates ruling when they occurred. Foreign currency monetary assets and liabilities are translated at the rates ruling at the balance sheet dates. Any differences are taken to the statement of comprehensive income.
Revenue is measured at the fair value of the consideration received or receivable.
Interest income Interest income is recognised using the effective interest method. Dividend income Dividend income is recognised when the right to receive payment is established. Dividend income is included within ‘Income from shares in group undertakings’ in the statement of comprehensive income.
Taxation expense for the period comprises current and deferred tax recognised in the reporting period. 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. In this case tax is also recognised in other comprehensive income or directly in equity respectively.
Current tax Current tax is the amount of income tax payable in respect of the taxable profit for the year or prior years. Tax is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the period end. Deferred tax Deferred tax arises from timing differences that are differences between taxable profits and total comprehensive income as stated in the financial statements. These 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 recognised on all timing differences at the reporting date. Deferred tax assets are only recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the period end and that are expected to apply to the reversal of the timing difference. Deferred tax balances are not discounted.
Investments in subsidiary companies are held at cost less accumulated impairments to write the assets down to net realisable value.
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COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
The Company has chosen to adopt Sections 11 and 12 of FRS 102 in respect of financial instruments.
Financial assets Basic financial assets, including trade and other receivables, cash and bank balances, are initially recognised at transaction price. Such assets are subsequently carried at amortised cost using the effective interest method. At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows. The impairment loss is recognised in profit or loss. Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party. Financial liabilities Basic financial liabilities, including trade and other payables, and loans from fellow Group companies, are initially recognised at transaction price. Such debt instruments are subsequently carried at amortised cost using the effective interest method. Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if payment is due in one year or less. If not, they are presented as non-current liabilities. Trade payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method. The amounts payable on deep discounted bonds are accrued over the life of the bond and charged to the statement of comprehensive income within interest payable and similar charges in proportion to the cumulative capital amount outstanding over the period in which the debt is to be repaid. Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires. Offsetting Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Ordinary shares are classified as equity.
Dividends are recognised as a liability in the financial statements in the period in which the dividends are approved by the Company’s shareholders. These amounts are recognised in the statement of changes in equity.
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COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
The Company discloses transactions with related parties which are not wholly owned within the same group. It does not disclose transactions with members of the same group that are wholly owned.
Functional and presentation currency
Transactions and balances
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COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
(a) Critical judgements in applying the Company’s accounting policies In preparing these financial statements the directors have had to make the following judgements: Recoverability of intercompany balances Determine whether the amounts owed from group undertakings are recoverable. Factors taken into consideration include the financial position and financial performance of the group company Intercompany interest rates Determine whether the interest charged on intercompany loans is at arms’ length. Factors taken into account include the interest rates available from external lenders. (b) Critical accounting estimates and assumptions The Company makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related 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 addressed below. Carrying value of investments The carrying values of investments are re-assessed annually. They are amended when necessary to reflect any impairments necessary resulting from changes in underlying profitability or other indicators of impairment. See note 10 for the carrying amount of the investments.
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COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
From April 2023 the tax rate increased to 25% from 19% for profits over £250,000.
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COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
Capital reserve
Profit and loss account
18.Financial commitments
The Company had no commitments under non-cancellable operating leases (2021: none). There are no
contingent liabilities (2021: none).
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COMPRESSOR CONTROLS UK LIMITED (FORMERLY KNOWN AS ROPER INDUSTRIES UK LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
On 11 April 2023 the Company sold investments in RIL Holding Limited, Uson Limited, Advance Sensors Limited, and Technolog Holdings Limited, the consideration being a promissory note to the value of £296,580k. On 12 July 2024 the Company sold it's investments in Compressor Controls Corporation SRL and Trinity Integrated Systems Ltd, the consideration being a promissory note to the value of $74,178,000. As described in note 2.2 the Directors have taken the decision to cease the trading of this company.
As at 31 December 2022 the immediate parent company undertaking is
The ultimate controlling entity at 31 December 2022 was
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