Caseware UK (AP4) 2023.0.135 2023.0.135 The director is responsible for preparing the Strategic report, the Director's report and the financial statements in accordance with applicable law and regulations. Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the director 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 director is required to: select suitable accounting policies for the Company's financial statements and then apply them consistently; make judgements 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 director is 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.As explained more fully in the Directors' Responsibilities Statement set out on page 2, 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 intend either to liquidate the Company or to cease operations, or have no realistic alternative but to do so. 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. 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. Based on our understanding of the company and its industry, we considered that non-compliance with the following laws and regulations might have a material effect on the financial statements: health and safety regulation and anti-money laundering regulation. To help us identify instances of non-compliance with these laws and regulations, and in identifying and assessing the risks of material misstatement in respect to non-compliance, our procedures included, but were not limited to: Inquiring of management and, where appropriate, those charged with governance, as to whether the company is in compliance with laws and regulations, and discussing their policies and procedures regarding compliance with laws and regulations; Inspecting correspondence, if any, with relevant licensing or regulatory authorities; Communicating identified laws and regulations to the engagement team and remaining alert to any indications of non-compliance throughout our audit; and Considering the risk of acts by the company which were contrary to applicable laws and regulations, including fraud. We also considered those laws and regulations that have a direct effect on the preparation of the financial statements, such as tax legislation, pension legislation, the Companies Act 2006. In addition, we evaluated the directors’ and management’s incentives and opportunities for fraudulent manipulation of the financial statements, including the risk of management override of controls, and determined that the principal risks related posting manual journal entries to manipulate financial performance, management bias through judgements and assumptions in significant accounting estimates, in particular in relation to revenue recognition (which we pinpointed to the cut-off assertion), and significant one-off or unusual transactions. Our audit procedures in relation to fraud included but were not limited to: Making enquiries of the directors and management on whether they had knowledge of any actual, suspected or alleged fraud; Gaining an understanding of the internal controls established to mitigate risks related to fraud; Discussing amongst the engagement team the risks of fraud; and Addressing the risks of fraud through management override of controls by performing journal entry testing. There are inherent limitations in the audit procedures described above and the primary responsibility for the prevention and detection of irregularities including fraud rests with management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal controls. 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 auditor’s report.2023-12-31The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” 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 trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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. Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments. Other financial assets Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment. Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities. Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial. Debt instruments are subsequently carried at their amortised cost using the effective interest rate method. Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial. Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss. Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy. Derecognition of financial instruments Derecognition of financial assets Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained. Derecognition of financial liabilities Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.349948189710truetruetruetruetruefalse2023-01-01falseNo description of principal activity00truefalse 01270683 2023-01-01 2023-12-31 01270683 2022-01-01 2022-12-31 01270683 2023-12-31 01270683 2022-12-31 01270683 2022-01-01 01270683 c:CompanySecretary1 2023-01-01 2023-12-31 01270683 c:Director1 2023-01-01 2023-12-31 01270683 c:Director1 2023-12-31 01270683 c:Director2 2023-01-01 2023-12-31 01270683 c:Director2 2023-12-31 01270683 c:RegisteredOffice 2023-01-01 2023-12-31 01270683 c:Agent1 2023-01-01 2023-12-31 01270683 d:CurrentFinancialInstruments 2023-12-31 01270683 d:CurrentFinancialInstruments 2022-12-31 01270683 d:CurrentFinancialInstruments d:WithinOneYear 2023-12-31 01270683 d:CurrentFinancialInstruments d:WithinOneYear 2022-12-31 01270683 d:UKTax 2023-01-01 2023-12-31 01270683 d:UKTax 2022-01-01 2022-12-31 01270683 d:ForeignTax 2023-01-01 2023-12-31 01270683 d:ForeignTax 2022-01-01 2022-12-31 01270683 d:ShareCapital 2023-01-01 2023-12-31 01270683 d:ShareCapital 2023-12-31 01270683 d:ShareCapital 2022-01-01 2022-12-31 01270683 d:ShareCapital 2022-12-31 01270683 d:ShareCapital 2022-01-01 01270683 d:RetainedEarningsAccumulatedLosses 2023-01-01 2023-12-31 01270683 d:RetainedEarningsAccumulatedLosses 2023-12-31 01270683 d:RetainedEarningsAccumulatedLosses 2022-01-01 2022-12-31 01270683 d:RetainedEarningsAccumulatedLosses 2022-12-31 01270683 d:RetainedEarningsAccumulatedLosses 2022-01-01 01270683 d:FinancialAssetsAmortisedCost 2023-12-31 01270683 d:FinancialAssetsAmortisedCost 2022-12-31 01270683 d:FinancialLiabilitiesAmortisedCost 2023-12-31 01270683 d:FinancialLiabilitiesAmortisedCost 2022-12-31 01270683 c:OrdinaryShareClass1 2023-01-01 2023-12-31 01270683 c:OrdinaryShareClass1 2023-12-31 01270683 c:OrdinaryShareClass1 2022-12-31 01270683 c:FRS102 2023-01-01 2023-12-31 01270683 c:Audited 2023-01-01 2023-12-31 01270683 c:FullAccounts 2023-01-01 2023-12-31 01270683 c:PrivateLimitedCompanyLtd 2023-01-01 2023-12-31 01270683 d:Subsidiary1 2023-12-31 01270683 d:Subsidiary1 2023-01-01 2023-12-31 01270683 d:Subsidiary1 1 2023-01-01 2023-12-31 01270683 d:Subsidiary2 2023-12-31 01270683 d:Subsidiary2 2023-01-01 2023-12-31 01270683 d:Subsidiary2 1 2023-01-01 2023-12-31 01270683 2 2023-01-01 2023-12-31 01270683 6 2023-01-01 2023-12-31 01270683 e:PoundSterling 2023-01-01 2023-12-31 xbrli:shares iso4217:GBP xbrli:pure



















Timac Finance (UK) Limited

Registered number: 01270683
Annual report and
 financial statements
For the year ended 31 December 2023

 
TIMAC FINANCE (UK) LIMITED
 
 
COMPANY INFORMATION


Directors
Rémy De Laage De Bellefaye (appointed 7 December 2023)
R Saillard (resigned 7 December 2023)




Company secretary
B Bouillot



Registered number
01270683



Registered office
90 Victoria Street

Bristol

BS1 6DP




Independent auditors
Forvis Mazars LLP
Chartered Accountants & Statutory Auditor

90 Victoria Street

Bristol

BS1 6DP




Bankers
Societe Generale
3 Avenue Charles Tillon

CS 71.113.35011

Rennes

Cedex




Solicitors
Burges Salmon LLP
1 Glass Wharf

Bristol

BS2 0ZX





 
TIMAC FINANCE (UK) LIMITED
 

CONTENTS



Page
Strategic report
 
1
Director's report
 
2 - 3
Independent auditors' report
 
4 - 7
Statement of comprehensive income
 
8
Balance sheet
 
9
Statement of changes in equity
 
10
Notes to the financial statements
 
11 - 21


 
TIMAC FINANCE (UK) LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

Introduction
 
The director presents his strategic report for Timac Finance (UK) Limited for the year ended 31 December 2023.

Business review
 
The company did not trade during the year but remained as an investment holding company.

Principal risks and uncertainties
 
Timac Finance (UK) Limited is a holding company, and as such, is subject to the risks faced by its subsidiary trading companies.

Financial key performance indicators
 
Profit after tax has increased from £1,506,503 to £2,143,516 due to an increase in the dividends received from its subsidiary companies.
As a result of the after tax profits less £1,500,000 dividends paid, the net assets have increased from £2,508,427 to £3,151,943.
The position of the company is within the expectation of the director and the group and is expected to continue in the foreseeable future.

Other key performance indicators
 
The director does not believe there are any other key performance indicators for the company.


This report was approved by the board and signed on its behalf.



Rémy De Laage De Bellefaye
Director

Date: 17 June 2024

- 1 -

 
TIMAC FINANCE (UK) LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

The director present his report and the financial statements for the year ended 31 December 2023.

Director's responsibilities statement

The director is responsible for preparing the Strategic report, the Director's report and the financial statements in accordance with applicable law and regulations.
 
Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the director 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 director is required to:


select suitable accounting policies for the Company's financial statements and then apply them consistently;

make judgements 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 director is 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 2006They 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.

Results and dividends

The profit for the year, after taxation, amounted to £2,143,516 (2022 - £1,506,503).

Dividends paid in the year amount to £1,500,000 (2022: £1,290,000). The director recommends the payment, after the year end, of a dividend amounting to £Nil (2022: £Nil). 

Directors

The directors who served during the year were:

Rémy De Laage De Bellefaye (appointed 7 December 2023)
R Saillard (resigned 7 December 2023)

Future developments

The company will continue to act as a holding company within the Groupe Roullier group.

- 2 -

 
TIMAC FINANCE (UK) LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Economic impact of global events

The Directors have carried out an assessment of the potential impact of global economic uncertainties on the business, including the impact of mitigation measures, and have concluded that these are non-adjusting events. The Directors have taken account of these potential impacts in their going concern assessment. 
Timac Finance (UK) Limited continues to work with its partners to minimise any impacts of these events and maximise the realisation of any opportunities they may provide to the business.

Post balance sheet events

There have been no significant events affecting the Company since the year end.

Auditors

The auditorsForvis Mazars LLPwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 





Rémy De Laage De Bellefaye
Director

Date: 17 June 2024

- 3 -

 
TIMAC FINANCE (UK) LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF TIMAC FINANCE (UK) LIMITED
 

Opinion

We have audited the financial statements of Timac Finance (UK) Limited (the ‘Company’) for the year ended 31 December 2023 which comprise the Statement of comprehensive income, the Balance sheet, the 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 FRS 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 31 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 "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.
- 4 -

 
TIMAC FINANCE (UK) LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF TIMAC FINANCE (UK) LIMITED
 

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 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.

Matters on which we are required to report by exception

In 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:

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.
 
Responsibilities of Directors

As explained more fully in the Directors' Responsibilities Statement set out on page 2, 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 intend either to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
 
- 5 -

 
TIMAC FINANCE (UK) LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF TIMAC FINANCE (UK) LIMITED
 

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.
 
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. 

Based on our understanding of the company and its industry, we considered that non-compliance with the following laws and regulations might have a material effect on the financial statements: health and safety regulation and anti-money laundering regulation.

To help us identify instances of non-compliance with these laws and regulations, and in identifying and assessing the risks of material misstatement in respect to non-compliance, our procedures included, but were not limited to:
Inquiring of management and, where appropriate, those charged with governance, as to whether the company is in compliance with laws and regulations, and discussing their policies and procedures regarding compliance with laws and regulations;
Inspecting correspondence, if any, with relevant licensing or regulatory authorities;
Communicating identified laws and regulations to the engagement team and remaining alert to any indications of non-compliance throughout our audit; and
Considering the risk of acts by the company which were contrary to applicable laws and regulations, including fraud.  

We also considered those laws and regulations that have a direct effect on the preparation of the financial statements, such as tax legislation, pension legislation, the Companies Act 2006. 
 
In addition, we evaluated the directors’ and management’s incentives and opportunities for fraudulent manipulation of the financial statements, including the risk of management override of controls, and determined that the principal risks related posting manual journal entries to manipulate financial performance, management bias through judgements and assumptions in significant accounting estimates, in particular in relation to revenue recognition (which we pinpointed to the cut-off assertion), and significant one-off or unusual transactions. 

Our audit procedures in relation to fraud included but were not limited to:
Making enquiries of the directors and management on whether they had knowledge of any actual, suspected or alleged fraud;
Gaining an understanding of the internal controls established to mitigate risks related to fraud;
Discussing amongst the engagement team the risks of fraud; and
Addressing the risks of fraud through management override of controls by performing journal entry testing.

There are inherent limitations in the audit procedures described above and the primary responsibility for the prevention and detection of irregularities including fraud rests with management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal controls.
- 6 -

 
TIMAC FINANCE (UK) LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF TIMAC FINANCE (UK) LIMITED
 

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 auditor’s report.

Use of the audit 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.




Jonathan Marchant (Senior statutory auditor)  
for and on behalf of
Forvis Mazars LLP
Chartered Accountants and Statutory Auditor 
90 Victoria Street
Bristol
BS1 6DP

25 June 2024
- 7 -

 
TIMAC FINANCE (UK) LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
Note
£
£

  

Administrative expenses
  
(14,355)
4,902

Other operating income
 4 
109,269
35,003

Operating profit
  
94,914
39,905

Income from fixed assets investments
  
2,211,420
1,578,049

Interest receivable and similar income
 7 
6,165
12

Profit before tax
  
2,312,499
1,617,966

Tax on profit
 8 
(168,983)
(111,463)

Profit for the financial year
  
2,143,516
1,506,503

There were no recognised gains and losses for 2023 or 2022 other than those included in the statement of comprehensive income.

There was no other comprehensive income for 2023 (2022£Nil).

The notes on pages 11 to 21 form part of these financial statements.

- 8 -

 
TIMAC FINANCE (UK) LIMITED
REGISTERED NUMBER: 01270683

BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Investments
 10 
171,961
171,961

  
171,961
171,961

Current assets
  

Debtors: amounts falling due within one year
 11 
3,014,402
2,346,205

Cash at bank and in hand
 12 
356
871

  
3,014,758
2,347,076

Creditors: amounts falling due within one year
 13 
(34,776)
(10,610)

Net current assets
  
 
 
2,979,982
 
 
2,336,466

Total assets less current liabilities
  
3,151,943
2,508,427

  

Net assets
  
3,151,943
2,508,427


Capital and reserves
  

Called up share capital 
 15 
1,000,000
1,000,000

Profit and loss account
 16 
2,151,943
1,508,427

  
3,151,943
2,508,427


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




Rémy De Laage De Bellefaye
Director

Date: 17 June 2024

- 9 -

 
TIMAC FINANCE (UK) LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023


Called up share capital
Profit and loss account
Total equity

£
£
£

At 1 January 2022
1,000,000
1,291,924
2,291,924


Comprehensive income for the year

Profit for the year
-
1,506,503
1,506,503
Total comprehensive income for the year
-
1,506,503
1,506,503


Contributions by and distributions to owners

Dividends: Equity capital
-
(1,290,000)
(1,290,000)


Total transactions with owners
-
(1,290,000)
(1,290,000)


At 1 January 2023
1,000,000
1,508,427
2,508,427


Comprehensive income for the year

Profit for the year
-
2,143,516
2,143,516
Total comprehensive income for the year
-
2,143,516
2,143,516


Contributions by and distributions to owners

Dividends: Equity capital
-
(1,500,000)
(1,500,000)


Total transactions with owners
-
(1,500,000)
(1,500,000)


At 31 December 2023
1,000,000
2,151,943
3,151,943


The notes on pages 11 to 21 form part of these financial statements.

- 10 -

 
TIMAC FINANCE (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

These financial statements comprising the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity, and the related notes 1 to 18 constitute the individual financial statements of Timac Finance (UK) Limited for the financial year ended 31 December 2023.
The company is itself a subsidiary company and is exempt from the requirement to prepare group accounts by virtue of section 400 of the Companies Act 2006. These financial statements therefore present information about the company as an individual undertaking and not about its group.
Timac Finance (UK) Limited is a private company limited by shares, incorporated in England & Wales. The Registered Office is 90 Victoria Street, Bristol, BS1 6DP, which is also the principal place of business of the company. The nature of the company’s operations and its principal activities are set out in the Strategic Report on page 1.
Statement of Compliance
The financial statements have been prepared in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (FRS 102).

2.Accounting policies

 
2.1

Basis of preparation of financial statements

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 judgement in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

 
2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
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 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Compagnie Financiere et de Participations Roullier as at 31 December 2023 and these financial statements may be obtained from Groupe Roullier/CFPR, B.P. 158-27 Avenue Franklin Roosevelt, 35408, Saint-Malo, FRANCE.

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TIMAC FINANCE (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.3

Going concern

During the current period the company made a profit of £2,143,516 and had net assets of £3,151,943. On this basis the director has considered the company's current and future prospects and its availability of financing, and is satisfied that the company can continue to pay its liabilities as they fall due for a period of at least 12 months from the date of approval of these financial statements.
The director has reviewed the anticipated performance for a period of at least twelve months from the date of the approval of the financial statements which demonstrate that there is no material uncertainty regarding the company’s ability to meet its liabilities as they fall due, and to continue as a going concern. On this basis the directors consider it appropriate to prepare the financial statements on a going concern basis.

 
2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

 
2.5

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.6

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

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TIMAC FINANCE (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.7

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.8

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.9

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.10

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.11

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” 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 trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.
 
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TIMAC FINANCE (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)


2.11
Financial instruments (continued)

Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting date. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Financial liabilities

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

Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

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

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

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TIMAC FINANCE (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)


2.11
Financial instruments (continued)

Other financial instruments

Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.

Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.

 
2.12

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

3.


Judgements in applying accounting policies and key sources of estimation uncertainty

Impairment of unlisted investments
The company has unlisted investments totalling £171,961 (2022: £171,961) at the financial year end date. The directors are of the view that no impairment charge is required following a review of the performance of the subsidiary companies.


4.


Other operating income

2023
2022
£
£

Other operating income
109,269
35,003

109,269
35,003


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TIMAC FINANCE (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

5.


Auditor's remuneration

2023
2022
£
£



Fees payable to the Company's auditor and its associates for the audit of the Company's annual accounts
5,000
4,500


Fees payable to the Company's auditor and its associates in respect of:


Other services relating to taxation
2,900
2,400

All other services
2,175
2,025

5,075
4,425


6.


Employees




The Company has no employees other than the directors, who did not receive any remuneration (2022 - £Nil).


7.


Interest receivable

2023
2022
£
£


Other interest receivable
6,165
12

6,165
12

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TIMAC FINANCE (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

8.


Taxation


2023
2022
£
£

Corporation tax


Current tax on profits for the year
23,774
7,426

Adjustments in respect of previous periods
7,426
(6,291)


31,200
1,135

Foreign tax


Foreign tax on income for the year
137,783
110,328

Total current tax
168,983
111,463

Deferred tax


Origination and reversal of timing differences
-
208

Adjustments in respect of prior periods
-
(208)

Total deferred tax
-
-


Taxation on profit on ordinary activities
168,983
111,463

Factors affecting tax charge for the year

The tax assessed for the year is lower than (2022 - lower than) the standard rate of corporation tax in the UK of 23.52% (2022 - 19%). The differences are explained below: 
23.52
2023
2022
£
£




Profit on ordinary activities before tax
2,312,499
1,617,966


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 23.52% (2022 - 19%)
511,505
307,414

Effects of:


Exempt ABGH distributions
(487,731)
(299,830)

Foreign tax credits
137,783
110,328

Adjustments to tax charge in respect of prior periods
7,426
(6,291)

Adjustments to tax charge in respect of prior periods - deferred tax
-
(208)

Remeasurement of deferred tax for changes in tax rates
-
50

Total tax charge for the year
168,983
111,463

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TIMAC FINANCE (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

9.


Dividends

2023
2022
£
£


Dividends paid on ordinary shares - £1.50 per share (2022 - £1.29 per share)
1,500,000
1,290,000

1,500,000
1,290,000


10.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2023
171,961



At 31 December 2023
171,961





Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

Timab Industries (UK) Limited
90 Victoria Street, Bristol, BS1 6DP
Ordinary
90%
Societe Tunisienne d'Exportation de Phosphates (STEP)
6 Rue Ibn Hazm, Cite les Jardins Belvedere, TUNIS, 1002, Tunisia
Ordinary
99%

The aggregate of the share capital and reserves as at 31 December 2023 and the profit or loss for the year ended on that date for the subsidiary undertakings were as follows:

Name
Aggregate of share capital and reserves
Profit/(loss)
£
£

Timab Industries (UK) Limited
1,036,653
943,945

Societe Tunisienne d'Exportation de Phosphates (STEP)

440,609
269,881
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TIMAC FINANCE (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

11.


Debtors

2023
2022
£
£


Trade debtors
32,379
18,874

Amounts owed by group undertakings
2,981,648
2,326,956

Other debtors
375
375

3,014,402
2,346,205



12.


Cash and cash equivalents

2023
2022
£
£

Cash at bank and in hand
356
871

356
871



13.


Creditors: Amounts falling due within one year

2023
2022
£
£

Amounts owed to group undertakings
8,502
8,110

Corporation tax
23,774
-

Accruals and deferred income
2,500
2,500

34,776
10,610


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TIMAC FINANCE (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

14.


Financial instruments

2023
2022
£
£

Financial assets


Financial assets that are debt instruments measured at amortised cost
3,014,766
2,347,076


Financial liabilities


Financial liabilities measured at amortised cost
(11,002)
(10,610)


Financial assets measured at amortised cost comprise cash, amounts owed by group undertakings, trade and other debtors.


Financial liabilities measured at amortised cost comprise amounts owed to group undertakings and accruals.


15.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



1,000,000 (2022 - 1,000,000) Ordinary shares of £1.00 each
1,000,000
1,000,000

Each share is entitled to one vote in any circumstances. 



16.


Reserves

Profit & loss account

The profit and loss account represents cumulative gains and losses recognised in the profit and loss account, net of dividends paid.


17.


Related party transactions

The company is a wholly owned subsidiary of Compagnie Financiere et de Participations Rouiller and as such has taken advantage of the exemption permitted by Section 33 'Related party disclosures' not to provide disclosures of transactions entered into with other wholly owned members of the group. Amounts of outstanding amounts due to and from the company with wholly owned members of the group are disclosed in note 11 & 13.
Key management personnel compensation
The directors remuneration represents the total compensation paid to key management personnel. Key management personnel consists of the director only.

- 20 -

 
TIMAC FINANCE (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

18.


Controlling party

The ultimate parent company and controlling party is Compagnie Financiere et de Participations Roullier, a company registered in France. This is the smallest and largest group into which the company’s financial statements are consolidated. Copies of these consolidated group financial statements may be obtained from the following address: Groupe Roullier/CFPR, B.P. 158-27 Avenue Franklin Roosevelt, 35408 Saint-Malo, France.
The immediate parent company is Timab Industries, a company registered in France.

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