Company registration number 04428369 (England and Wales)
YUANDA (UK) CO. LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
YUANDA (UK) CO. LIMITED
COMPANY INFORMATION
Directors
B Du
Z Wei
Z Zhao
Company number
04428369
Registered office
South Quay Building
10th Floor
77 Marsh Wall
London
E14 9SH
Auditor
Gravita Audit II Limited
Aldgate Tower
2 Leman Street
London
E1 8FA
Business address
South Quay Building
10th Floor
77 Marsh Wall
London
E14 9SH
YUANDA (UK) CO. LIMITED
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 6
Independent auditor's report
7 - 10
Profit and loss account
11
Statement of comprehensive income
12
Balance sheet
13
Statement of changes in equity
14
Statement of cash flows
15
Notes to the financial statements
16 - 26
YUANDA (UK) CO. LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -

The directors present the strategic report for the year ended 31 December 2023.

Review of the business

The directors consider the key performance indicators (KPIs) for the company to be the turnover, the cost of sales and the value of new orders received. Revenues for the year decreased from £103m in 2022 to £51m in 2023. Seven major projects were active on-site during 2023 and this continued into 2024 for completion. The company was in a loss of £11.4m for the financial year mainly due to the prolonged programmes. The new project awards during the year 2023 was £48m.

At the year end, the company's balance sheet showed net liabilities of £11.7m (2022: net liability of £0.4m). The company is dependent upon the continuing support of its ultimate parent company. The directors of the ultimate parent company have confirmed their intentions to continue to provide adequate financial support to the company for the foreseeable future.

Principal risks and uncertainties

The principal risks and uncertainties that the business faced in recent years (economic conditions affecting the construction industry, the failure to secure target projects, continued pressure on margins due to excess capacity, and the effects of global exchange rate policies) have also affected the business in 2023. The implications upon new awards and project progress were driven by the fluctuation of shipping costs globally, continuous war between Ukraine and Russia, and the inflation in Europe and rest of the world. The concerns in terms of the outlook for 2024 are also with the availability of and stability of competent staff and skilled installation labour within the industry due to the increased cost of living.

The potential fluctuations of sterling relative to that of the Chinese Renminbi Yuan/$ US and, to a lesser extent, the Euro will continue to play an important role in our ability to secure projects within the market sector and profitability from operating. We remain cautious on the uncertainty with the backup plan.

We were expecting shipping costs in 2024 to be lower than 2023. However, the Houthis attacks on vessels in the Red Sea forced commercial vessels rerouting which resulted the higher shipping cost again. Also. The higher mortgage interest rates in the housing market could continuously cause pressures on the demands which we are in close monitoring.

Development and performance

Good opportunities remain within the mid-high end residential development sector as exampled by our project list. The primary focus of growth has been in the residential section in London, the Southeast and potentially other major cities in England. The UK business is still strong in London and in the residential sector despite the various pressures, and we have therefore benefited from the sustained development of this sector, which is expected recovering well in 2024 and beyond. We have got strong trading relations with the local clients and the Chinese investors entering UK Markets with whom we have trading relationships also in the PRC, and we will continue to seek to leverage these relationships in the UK market.

2023 also saw the major completion of Royal Arsenal Riverside 10, Art Otel Hoxton, Prince Of Wales Drive and Chelsea Creek projects. There has also been positive progression of other projects which contributed to strengthening the position and reputation of the company as a leading player in the UK façade industry, particularly in the high-rise residential sector.

YUANDA (UK) CO. LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
S.172 Statement

In accordance with ‘The Companies (Miscellaneous Reporting) Regulations 2018’, for financial periods commencing 1 January 2019, the directors are required to explain how they have complied with the Reporting Standards appropriate to a company of its size.

 

The directors understand the need to foster the company’s business relationships with suppliers, customers and other stakeholders, and their obligation to act in the way they consider, in good faith, would be most likely to promote the success of the company for the benefit of its members as a whole, and in doing so have regard (amongst other matters) to:

 

The likely consequences of any decision in the long term: Yuanda UK are part of a European group of companies, Yuanda Europe Ltd, whose ultimate parent is Yuanda China Holdings. Thus, there are multiple layers of both governance and decision-making processes within the group. Strategic direction is given at the higher layers based on the long-term objectives of the group, and backed-up by local input and guidance from the local (European and UK) entities. The local consequences of group directions are thus studied at local level via the UK board, management and departmental team meetings in order to analyse the risks, opportunities and potential consequences of any decisions taken at local (UK) level. A key role of the UK subsidiary is to determine how best to implement, at local level, the strategic directions provided by the higher layers in a manner which benefits the interests of the business and its stakeholders and employees.

The interests of the company's employees

 

Due, in particular, to the bespoke and complex nature of our business, the need to retain, motivate and fairly remunerate our employees is a key aspect of our business model. The business needs to retain market share and to remain profitable, to provide both stable employment for its staff but also opportunities for career progression. A key aspect of our personnel development process is to ‘promote from within’ allowing our employees the opportunities, combined with the necessary academic and practical training, to develop their careers and progress as individuals. As a business within the construction sector, health and safety is of paramount importance to all tiers of our business. We have robust safety procedures in place at site level, and a competent and experienced Safety Supervisory and Management team in place. This is backed-up by regular external training in all aspects of safety issues, appropriate to all levels of staff within the business from site labour to directors of the business. Such safety training is mandatory within our business. The company has ‘in-house’ Human Resource Management, but also relies on external specialists in order to ensure that employees have access to issues which may affect them, for example occupational or mental health issues. The company offers a wide range of benefits to its staff, such as pension contributions, Private Health Care, Income protection and Life Insurance schemes. Communication with our employees is important at both formal and informal levels, and this is achieved via the use of an internal (Yammer) intranet tool which permits information to be readily shared. Staff reviews are a key part of our human resource process, and this is where performance is evaluated, feedback received, and training requirements identified.

 

The need to foster the company's business relationships with suppliers; customers and others.

 

Due to the nature of the business model that we have (tall buildings, bespoke facades, predominantly residential, London and South East) the potential customer base that we have is small. Projects are few in quantity, but large in size and value. Therefore, the majority of our client base is known to us, or we are to them (as we are one of a few ‘Tier 1’ façade contractors operating in this UK sector). Maintaining trust and effective, cooperative working relationships with a small client base is therefore critical to the success of the business. Fostering relationships and regular communication with our clients typically occurs at both site level (regular progress meetings), director level (key issue review meetings) and at divisional director/COO/CEO level, as and when necessary. Our business development team principally interact with the procurement teams of our clients, and a key focus for the company is to secure repeat business with existing clients. In terms of supplier relationships, Yuanda's principal supplier is its parent company, who is the manufacturer of the product we install. Thus, our supply base is limited, and readily managed by our procurement department, but where we do have regular site-based requirements these are, wherever possible, established under framework or call-off arrangements. A key activity for the local market is the installation of our products shipped from the parent in China, we have established ‘installation partners’ during the last five years in order to optimise quality and output, and to enable closer and more effective working relationships and improved communication with a selective group of partners.

YUANDA (UK) CO. LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -

The impact of the company's operations on the community and the environment

 

Yuanda’s operations are assessed and certified annually as part of our membership of the Considerate Contractors’ Scheme (CCS). As such, our site operations have little impact on the community in the vicinity of the sites on which we work. Our site operations are neither noisy nor dirty, as our products are engineered and prefabricated off-site. We respect the client’s constraints upon permissible noise and disturbance levels, and upon site working hours, particularly in built-up residential areas. Yuanda are ISO 14001 (Environmental Quality Management) accredited and reviewed independently for compliance. Yuanda’s façade products are high-performance in terms of reducing heat losses from a building and minimising heat gain into a building, and our site operations are designed to minimise waste, conserve resources and prevent accidental releases. In this respect, our packaging materials are designed to be returned to our parent company, the fabricator and supplier of our products, and re-cycled. It is the Environmental Policy of Yuanda to do all that is reasonably practicable to protect the environment from any adverse impacts created by the company’s business activities, this policy is published annually by the company.

 

The desirability of the company maintaining a reputation for high standards of business conduct

 

Given our relatively small potential client base, and our desire to undertake repeat business with existing clients, it is imperative that we conduct our business activities with transparency and to the standards expected from our clients, who are usually industry leaders in their field. Our operational procedures are standardised and available to all staff via our Integrated Management System. This system is audited annually as part of our ISO 9001, 14001 and 45001 accreditation. In terms of financial conduct, key activities are audited by, or advice sought from, external accountancy specialists in the fields of taxation and duties, as we are a major importer of finished goods from outside the EU. Our operations, both in the UK and at our manufacturing plant in China, are audited by our clients and we thus enjoy a transparent and collaborative approach with them, which requires that we conduct our business procedures in both the high standards expected by them, and by the directors of this business.

 

The need to act fairly as between members of the company

 

The company tries to be as flexible as possible in dealing with individual working requirements, within the constraints of running site operations. The directors recognise that staff are free to leave the business as they see fit, and thus a key responsibility for all directors is to retain and motivate their employees. Acting in a fair and reasonable manner to our employees is an integral part of our staff retention policy. Where conflicts do arise, the employees’ employment contracts contain formal grievance procedures which must be followed to safeguard the rights of both the employer and employee, in accordance with the relevant Employment Acts. The group's employment policy is to provide equal opportunity to all current and prospective employees without discrimination of any form. We provide a workplace environment in which all individuals are treated with dignity and respect.

On behalf of the board

Z Zhao
Director
20 August 2024
YUANDA (UK) CO. LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 4 -

The directors present their annual report and financial statements for the year ended 31 December 2023.

Principal activities

The company’s principal activity during the year was that of the supply and installation of curtain walls, windows and doors to the commercial and residential sectors of the UK construction market.

Results and dividends

The results for the year are set out on page 11.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

B Du
Z Wei
Z Zhao
Financial instruments
Treasury operations and financial instruments

The group operates a treasury function, centrally, which is responsible for managing the liquidity, interest and foreign currency risks associated with the company’s contracting activities.

 

The group’s principal financial instruments include derivative financial instruments, the purpose of which is to manage currency risks and interest rate risks arising from the group’s activities, bank overdrafts and loans, the main purpose of which is to raise finance for the group’s operations. In addition, the company has various other financial assets and liabilities such as trade debtors and trade creditors arising directly from its operations. Derivative transactions which the group enters into principally comprise forward exchange contracts between the Chinese currency and the local currency of the project. In accordance with group’s treasury policy, derivative instruments are not entered into for speculative purposes.

Liquidity risk

The company manages its cash and borrowing requirements in order to maximise operating income and minimise operating expense, ensuring the company has sufficient liquid resources to meet the operating needs of the business. Where necessary, additional liquidity is provided by the group in lieu of local bank loan funding.

Interest rate risk

The group is exposed to fair value interest rate risk on its fixed rate borrowings and cash flow interest rate risk on floating rate deposits, bank overdrafts and loans.

Foreign currency risk

The group’s principal foreign currency exposures arise from trading with its overseas subsidiaries. Group policy permits but does not demand that these exposures may be hedged in order to fix the cost in sterling in relation to payments made by the company to its parent for goods and services provided. This hedging activity involves the use of foreign exchange forward contracts. A risk of lesser nature exists in relation to design and engineering services provided by Yuanda Europe to the company, in general, this risk is not hedged.

Credit risk

Group investments of cash surpluses, borrowings and derivative instruments are made through banks and companies which must fulfil credit rating criteria approved by the Board. All customers who wish to trade on credit terms are subject to credit verification procedures. Trade debtors are monitored on an ongoing basis and provision is made for doubtful debts where necessary.

YUANDA (UK) CO. LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 5 -
Research and development

The company specialises in the development of bespoke products for its projects in order to comply with the aesthetic, buildability, safety and performance requirements of its clients, and the local Standards and National Building Regulations. As such, the use of ‘standard systems’ or products is not appropriate for the sector of the market in which we operate. This requires constant development of new systems and research into the products which are available for incorporation into our facades. Differing building designs and geometries often dictate bespoke installation methodologies and the equipment which supports such methodologies. Much of this research and development takes place at our D&E headquarters in Basel, for our UK projects, whilst installation process development takes place in the UK office. The company claims eligible credits under the Governments’ RDEC Scheme.

Auditor

In accordance with the company's articles, a resolution proposing that Gravita Audit II Limited be reappointed as auditor of the company will be put at a General Meeting.

Energy and carbon report

As the company has not consumed more than 40,000 kWh of energy in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.

Statement of directors' responsibilities

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). 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:

 

 

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.

Strategic report

The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

YUANDA (UK) CO. LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 6 -
Other information

The directors do not consider there to be any material post balance sheet events. Future developments have been considered in the Strategic report.

On behalf of the board
Z Zhao
Director
20 August 2024
YUANDA (UK) CO. LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF YUANDA (UK) CO. LIMITED
- 7 -
Opinion

We have audited the financial statements of Yuanda (UK) Co. Limited (the 'company') for the year ended 31 December 2023 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity, the statement of cash flows and notes to the financial statements, including 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:

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 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.

Opinions on other matters prescribed by the Companies Act 2006

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

YUANDA (UK) CO. LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF YUANDA (UK) CO. LIMITED
- 8 -
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 strategic report or the directors' report.

 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

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.

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

YUANDA (UK) CO. LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF YUANDA (UK) CO. LIMITED
- 9 -

We ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations. The laws and regulations applicable to the company were identified through discussions with directors and other management, and from our commercial knowledge and experience of construction industry. Of these laws and regulations, we focused on those that we considered may have a direct material effect on the financial statements or the operations of the company, including the Health and Safety at Work etc Act 1974, The Management of Health and Safety at Work Regulations 1999, Construction (Design and Management) Regulations 2015, Companies Act 2006, Coronavirus Act 2020, taxation legislation, data protection, anti-bribery, anti-money-laundering, employment and environmental legislation. The extent of compliance with these laws and regulations identified above was assessed through making enquiries of management and inspecting legal correspondence. The identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

 

We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

 

To address the risk of fraud through management bias and override of controls, we:

 

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

 

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

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.

YUANDA (UK) CO. LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF YUANDA (UK) CO. LIMITED
- 10 -
Luke Metson
Senior Statutory Auditor
For and on behalf of Gravita Audit II Limited
20 August 2024
2024-08-20
Chartered Accountants
Statutory Auditor
Aldgate Tower
2 Leman Street
London
E1 8FA
YUANDA (UK) CO. LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 11 -
2023
2022
Notes
£
£
Turnover
3
50,936,969
103,303,811
Cost of sales
(59,943,786)
(99,916,612)
Gross (loss)/profit
(9,006,817)
3,387,199
Administrative expenses
(2,891,434)
(2,901,265)
Other operating income
89,877
148,609
Operating (loss)/profit
4
(11,808,374)
634,543
Interest payable and similar expenses
6
-
0
(1,887)
(Loss)/profit before taxation
(11,808,374)
632,656
Tax on (loss)/profit
7
440,260
(33,209)
(Loss)/profit for the financial year
(11,368,114)
599,447
YUANDA (UK) CO. LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
- 12 -
2023
2022
£
£
(Loss)/profit for the year
(11,368,114)
599,447
Other comprehensive income
-
-
Total comprehensive income for the year
(11,368,114)
599,447
YUANDA (UK) CO. LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2023
31 December 2023
- 13 -
2023
2022
Notes
£
£
£
£
Fixed assets
Tangible assets
8
1,966
3,035
Current assets
Stocks
9
37,876
1,602,206
Debtors
10
53,179,230
69,235,466
Cash at bank and in hand
1,240,067
1,269,654
54,457,173
72,107,326
Creditors: amounts falling due within one year
11
(62,071,177)
(69,979,627)
Net current (liabilities)/assets
(7,614,004)
2,127,699
Total assets less current liabilities
(7,612,038)
2,130,734
Provisions for liabilities
Provisions
12
4,116,871
2,491,529
(4,116,871)
(2,491,529)
Net liabilities
(11,728,909)
(360,795)
Capital and reserves
Called up share capital
14
500,000
500,000
Profit and loss reserves
(12,228,909)
(860,795)
Total equity
(11,728,909)
(360,795)
The financial statements were approved by the board of directors and authorised for issue on 20 August 2024 and are signed on its behalf by:
Z  Zhao
Director
Company registration number 04428369 (England and Wales)
YUANDA (UK) CO. LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 14 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 January 2022
500,000
(1,460,242)
(960,242)
Year ended 31 December 2022:
Profit and total comprehensive income
-
599,447
599,447
Balance at 31 December 2022
500,000
(860,795)
(360,795)
Year ended 31 December 2023:
Loss and total comprehensive income
-
(11,368,114)
(11,368,114)
Balance at 31 December 2023
500,000
(12,228,909)
(11,728,909)
YUANDA (UK) CO. LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 15 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash (absorbed by)/generated from operations
18
(133,124)
389,307
Interest paid
-
0
(1,887)
Income taxes refunded
103,537
1,889
Net cash (outflow)/inflow from operating activities
(29,587)
389,309
Net (decrease)/increase in cash and cash equivalents
(29,587)
389,309
Cash and cash equivalents at beginning of year
1,269,654
880,345
Cash and cash equivalents at end of year
1,240,067
1,269,654
YUANDA (UK) CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 16 -
1
Accounting policies
Company information

Yuanda (UK) Co. Limited is a private company limited by shares incorporated in England and Wales. The registered office is South Quay Building, 10th Floor, 77 Marsh Wall, London, E14 9SH.

1.1
Accounting convention

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

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

The financial statements of the company are consolidated in the financial statements of Shenyang Yuanda Industry Engineering Co. Ltd. These consolidated financial statements are available from the registrar at 30-32 Dong Ling Road, Dong Ling District, Shenyang, China.

1.2
Going concern

These financial statements are prepared on the going concern basis. The directors have a reasonable expectation that the company will continue in operational existence for the foreseeable future.true

At the reporting date the company had net liabilities of £11.7m (2022: net liability of £0.4m). During the reporting period the company generated a loss of £11.4m (2022: £0.6m profit). Post period end the company generated further losses to June 2024 amounting to £5.9m, of which £4.1m has been recognised as onerous loss provisions at the period end. The net liabilities as at June 2024 amount to £11.5m.

At the reporting date the company has £37.9m (2022: £44.7m) due from group companies and £53.1m (2022: £53.3m) due to group companies, which are all repayable in the short term.

Since the start of 2023, the war between Ukraine and Russia, the inflation on energy price and the increase in interest rates have impacted the business. The company have taken appropriate measures to limit the effects of these events.

Having given consideration to the above, the directors have sought and been given assurance by the ultimate parent company, that they will continue to support them for a period of twelve months from the date of these audited financial statements.

The directors therefore consider it appropriate to prepare the financial statements on the going concern basis. The financial statements do not include any adjustments that would result from a withdrawal of support by the ultimate parent company.

1.3
Turnover

Revenue is recognised on construction contract income in relation to work on curtain walls under the control of the customer, which creates or enhances an asset under the customer’s control.

 

Revenue is recognised by reference to the stage of completion of the contract activity at the reporting end date as detailed in note 1.7 Construction contracts.

1.4
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

YUANDA (UK) CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 17 -

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Plant and machinery
20% straight line
Fixture, fittings and equipment
20% straight line

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.

1.5
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.6
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.7
Construction contracts

Where the outcome of a construction contract can be estimated reliably, revenue and costs are recognised by reference to the stage of completion of the contract activity at the reporting end date. Variations in contract work, claims and incentive payments are included to the extent that the amount can be measured reliably and its receipt is considered probable.

 

When it is probable that total contract costs will exceed total contract turnover, the expected loss is recognised as an expense immediately.

 

Where the outcome of a construction contract cannot be estimated reliably, contract revenue is recognised to the extent of contract costs incurred where it is probable that they will be recoverable. Contract costs are recognised as expenses in the period in which they are incurred. When costs incurred in securing a contract are recognised as an expense in the period in which they are incurred, they are not included in contract costs if the contract is obtained in a subsequent period.

YUANDA (UK) CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 18 -

The “percentage of completion method” is used to determine the appropriate amount to recognise in a given period. The stage of completion is measured by the proportion of contract costs incurred for work performed to date compared to the estimated total contract costs. Costs incurred in the year in connection with future activity on a contract are excluded from contract costs in determining the stage of completion. These costs are presented as stocks, prepayments or other assets depending on their nature, and provided it is probable they will be recovered.

1.8
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include deposits held at call with banks.

1.9
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors 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.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

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

YUANDA (UK) CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 19 -
Basic financial liabilities

Basic financial liabilities, including creditors and loans from fellow group companies, 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.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.10
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs.

1.11
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.12
Provisions

Onerous contract provisions are recognised as soon as the unavoidable costs of meeting the obligations under the contract exceed the economic benefits expected to be received under it.

 

The amount recognised as an onerous contract provision is the best estimate of the expected loss on the contract, taking into account the contract value including any approved variations and the budgeted costs to be incurred to completion.

YUANDA (UK) CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 20 -
1.13
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.14
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.15
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

1.16
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

YUANDA (UK) CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
2
Judgements and key sources of estimation uncertainty
(Continued)
- 21 -
Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Turnover

As explained in the accounting policies, revenue from construction contracts is recognised over time. Such revenue and profit recognition on uncompleted projects is dependent on estimating the total budgeted contract costs of the contract, as well as the contract costs incurred to date. The actual outcomes in the terms of total cost may be higher or lower than estimated at the end of the reporting period, which would affect the revenue and profit recognised in the future years as an adjustment to the amounts recorded to date.

Impairment of debtors and contract assets

Trade debtors and contract assets are reviewed by management at the end of each reporting period to determine their recovery. Management base their estimates on the historical experience, adjusted for factors that are specific to the debtors and assessments of both current and forecast general economic conditions. Credit risk assessments focus on the customers’ past history of making payments when due and current ability and willingness to pay, taking into account the financial position of the customers and the macroeconomic environment in which the customers operate. The credit assessments also consider the status of the construction project, i.e. whether there is any delay, any unresolved lawsuits or contentious matters with customers. If the financial conditions of the customers and/or the macroeconomic environment were to deteriorate, resulting in an impairment of their ability to repay, additional impairment provisions would be required.

Onerous contract provisions

As explained in the accounting policies, the company generates income from long term construction contracts and it recognises the revenue based on the percentage completion of the project. Where it is probable that total contract costs will exceed total contract turnover, the expected loss should be provided for immediately.

Litigation provisions

Operating in the construction industry there is a risk that litigation could arise from any damages to the property, the contractors could claim if there is breach of contract, there could be claims under Health & Safety regulations by employees or other non-compliance with the various laws and regulations that construction companies are subject to.

3
Turnover
2023
2022
£
£
Turnover analysed by class of business
Project revenue
50,664,951
103,111,285
Maintenance revenue
272,018
192,526
50,936,969
103,303,811
YUANDA (UK) CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 22 -
4
Operating (loss)/profit
2023
2022
Operating (loss)/profit for the year is stated after charging:
£
£
Exchange losses
413
76,971
Fees payable to the company's auditor for the audit of the company's financial statements
73,350
65,000
Depreciation of owned tangible fixed assets
1,069
1,069
Operating lease charges
137,649
224,643
5
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2023
2022
Number
Number
Administration
6
6
Sales and technical
43
53
Total
49
59

Their aggregate remuneration comprised:

2023
2022
£
£
Wages and salaries
2,774,133
3,191,969
Social security costs
284,648
350,191
Pension costs
105,726
120,285
3,164,507
3,662,445
6
Interest payable and similar expenses
2023
2022
£
£
Interest on bank overdrafts and loans
-
1,887
7
Taxation
2023
2022
£
£
Current tax
Adjustments in respect of prior periods
(440,260)
33,209

As of 1 April 2023, the main rate of UK corporation tax increased from 19% to 25%. As the company’s financial year straddles this date, a blended corporation tax rate of 23.5% has been applied which is calculated by apportioning the two tax rates on a weighted basis for the proportion of the financial year for which each main tax rate was applicable.

YUANDA (UK) CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
7
Taxation
(Continued)
- 23 -

The actual (credit)/charge for the year can be reconciled to the expected (credit)/charge for the year based on the profit or loss and the standard rate of tax as follows:

2023
2022
£
£
(Loss)/profit before taxation
(11,808,374)
632,656
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 23.50% (2022: 19.00%)
(2,774,968)
120,205
Tax effect of expenses that are not deductible in determining taxable profit
7,595
6,737
Tax effect of income not taxable in determining taxable profit
(14,100)
-
0
Change in unrecognised deferred tax assets
3,059,212
(199,529)
Adjustments in respect of prior years
(440,260)
33,209
Permanent capital allowances in excess of depreciation
(952)
-
0
Research and development tax credit
-
0
24,700
Deferred tax adjustments in respect of prior years
(95,735)
-
0
Remeasurement of deferred tax for changes in tax rates
(181,052)
47,887
Taxation (credit)/charge for the year
(440,260)
33,209

At the reporting date there are tax losses carried forward of £12,053,582 (2022: £761,159).

8
Tangible fixed assets
Plant and machinery
Fixture, fittings and equipment
Total
£
£
£
Cost
At 1 January 2023 and 31 December 2023
81,300
335,752
417,052
Depreciation and impairment
At 1 January 2023
81,300
332,717
414,017
Depreciation charged in the year
-
0
1,069
1,069
At 31 December 2023
81,300
333,786
415,086
Carrying amount
At 31 December 2023
-
0
1,966
1,966
At 31 December 2022
-
0
3,035
3,035
9
Stocks
2023
2022
£
£
Finished goods and goods for resale
37,876
1,602,206
YUANDA (UK) CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 24 -
10
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
1,446,203
5,359,578
Gross amounts owed by contract customers
13,171,902
18,734,574
Corporation tax recoverable
440,260
103,537
Amounts owed by group undertakings
37,864,206
44,697,176
Other debtors
3,736
153,526
Prepayments and accrued income
252,923
187,075
53,179,230
69,235,466
11
Creditors: amounts falling due within one year
2023
2022
£
£
Payments received on account
3,031,146
7,930,938
Trade creditors
3,531,637
6,947,450
Amounts owed to group undertakings
53,052,544
53,338,296
Taxation and social security
132,328
253,793
Accruals and deferred income
2,323,522
1,509,150
62,071,177
69,979,627
12
Provisions for liabilities
2023
2022
£
£
Onerous Contracts
4,116,871
2,491,529
Movements on provisions:
Onerous Contracts
£
At 1 January 2023
2,491,529
Additional provisions in the year
4,116,871
Utilisation of provision
(2,491,529)
At 31 December 2023
4,116,871
YUANDA (UK) CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 25 -
13
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
105,726
120,285

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

14
Share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
500,000
500,000
500,000
500,000
15
Operating lease commitments
Lessee

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2023
2022
£
£
Within one year
141,114
139,314
Between two and five years
456,456
456,456
In over five years
47,548
161,662
645,118
757,432
16
Related party transactions

The company has taken advantage of the exemption available in accordance with Section 33 of FRS 102 'Related Party Disclosures' not to disclose transactions entered into between two or more members of a group, as the company is a wholly owned subsidiary undertaking of the group to which it is party to the transactions.

17
Ultimate controlling party

The company is a wholly owned subsidiary of Yuanda Europe Limited, a company incorporated in Switzerland.

 

The ultimate controlling party is Shenyang Yuanda Aluminium Industry Engineering Co. Ltd, a company incorporated in China. The ultimate parent company prepares publicly available consolidated financial statements and copies can be obtained from the registered office, No.20, 13th Street, ShenYang Economic Technical Developing District, China.

The accounts of Shenyang Yuanda Aluminium Industry Engineering Co. Ltd are the smallest group in which the results of the company are consolidated.

YUANDA (UK) CO. LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 26 -
18
Cash (absorbed by)/generated from operations
2023
2022
£
£
(Loss)/profit for the year after tax
(11,368,114)
599,447
Adjustments for:
Taxation (credited)/charged
(440,260)
33,209
Finance costs
-
0
1,887
Depreciation and impairment of tangible fixed assets
1,069
1,069
Increase in provisions
1,625,342
2,491,529
Movements in working capital:
Decrease in stocks
1,564,330
1,423,876
Decrease/(increase) in debtors
16,392,959
(8,054,648)
(Decrease)/increase in creditors
(7,908,450)
3,892,938
Cash (absorbed by)/generated from operations
(133,124)
389,307
19
Analysis of changes in net funds
1 January 2023
Cash flows
31 December 2023
£
£
£
Cash at bank and in hand
1,269,654
(29,587)
1,240,067
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