Tosoh Bioscience Limited
Annual Report and Financial Statements
For the year ended 31 December 2023
Company Registration No. 02076204 (England and Wales)
Tosoh Bioscience Limited
Company Information
Director
Y Sasaki
Company number
02076204
Registered office
10 Queen Street Place
London
United Kingdom
EC4R 1AG
Auditor
Moore Kingston Smith LLP
Orbital House
20 Eastern Road
Romford
Essex
RM1 3PJ
Tosoh Bioscience Limited
Contents
Page
Director's report
1 - 2
Independent auditor's report
3 - 7
Statement of income and retained earnings
8
Balance sheet
9
Notes to the financial statements
10 - 15
Tosoh Bioscience Limited
Director's Report
For the year ended 31 December 2023
Page 1

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

Principal activities

The principal activity of the company continued to be that of the manufacture of electronic measuring and testing equipment.

Director

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

Y Sasaki
Auditor

Moore Kingston Smith were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

 

Statement of director's responsibilities

The director is responsible for preparing the annual 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the director must not approve the financial statements unless he is 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:

 

 

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 enable them to ensure that the financial statements comply with the Companies Act 2006. He is 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.

Tosoh Bioscience Limited
Director's Report (Continued)
For the year ended 31 December 2023
Page 2
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.

Small companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.

On behalf of the board
Y Sasaki
Director
9 September 2024
Tosoh Bioscience Limited
Independent Auditor's Report
To the Members of Tosoh Bioscience Limited
Page 3
Opinion

We have audited the financial statements of Tosoh Bioscience Limited (the 'company') for the year ended 31 December 2023 which comprise the Statement of Income and Retained Earnings, the Balance Sheet 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 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:

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 director's 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 director 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 director is 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.

Tosoh Bioscience Limited
Independent Auditor's Report (Continued)
To the Members of Tosoh Bioscience Limited
Page 4

Opinions on other matters prescribed by the Companies Act 2006

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

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 director's 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 director

As explained more fully in the Director's Responsibilities Statement, the director is 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 director determines 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 director is 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 director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.

Tosoh Bioscience Limited
Independent Auditor's Report (Continued)
To the Members of Tosoh Bioscience Limited
Page 5
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.

 

As part of an audit in accordance with ISAs (UK) we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

 

 

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

 

 

Tosoh Bioscience Limited
Independent Auditor's Report (Continued)
To the Members of Tosoh Bioscience Limited
Page 6

Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud

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

The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company.

Our approach was as follows:

 

 

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

Tosoh Bioscience Limited
Independent Auditor's Report (Continued)
To the Members of Tosoh Bioscience Limited
Page 7

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.

Paul Springfield
Senior Statutory Auditor
for and on behalf of Moore Kingston Smith LLP
9 September 2024
Chartered Accountants
Statutory Auditor
Orbital House
20 Eastern Road
Romford
Essex
RM1 3PJ
Tosoh Bioscience Limited
Statement of Income and Retained Earnings
For the year ended 31 December 2023
Page 8
2023
2022
£
£
Turnover
7,938,336
7,074,994
Cost of sales
(4,992,591)
(4,637,919)
Gross profit
2,945,745
2,437,075
Administrative expenses
(2,860,513)
(2,359,681)
Operating profit
85,232
77,394
Interest receivable and similar income
-
0
733
Profit before taxation
85,232
78,127
Tax on profit
(18,000)
(15,000)
Profit for the financial year
67,232
63,127
Retained earnings brought forward
1,980,423
1,917,296
Retained earnings carried forward
2,047,655
1,980,423
Tosoh Bioscience Limited
Balance Sheet
As at 31 December 2023
Page 9
2023
2022
Notes
£
£
£
£
Fixed assets
Intangible assets
3
8,012
3,225
Tangible assets
4
4,701
37,473
12,713
40,698
Current assets
Stock
142,258
120,116
Debtors
5
3,604,485
3,749,937
3,746,743
3,870,053
Creditors: amounts falling due within one year
6
(1,707,074)
(1,925,601)
Net current assets
2,039,669
1,944,452
Total assets less current liabilities
2,052,382
1,985,150
Provisions for liabilities
(4,725)
(4,725)
Net assets
2,047,657
1,980,425
Capital and reserves
Called up share capital
7
2
2
Profit and loss reserves
2,047,655
1,980,423
Total equity
2,047,657
1,980,425

These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved and signed by the director and authorised for issue on 9 September 2024
Y Sasaki
Director
Company Registration No. 02076204
Tosoh Bioscience Limited
Notes to the Financial Statements
For the year ended 31 December 2023
Page 10
1
Accounting policies
Company information

Tosoh Bioscience Limited is a private company limited by shares incorporated in England and Wales. The registered office is 10 Queen Street Place, London, EC4R 1AG.

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 as applicable to companies subject to the small companies regime.

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.

1.2
Going concern

Atruet the time of approving the financial statements, the director has a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future and for a period of not less than twelve months following the approval of these financial statements. Thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.

1.4
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Amortisation 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:

Software
5 years straight line
Tosoh Bioscience Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
1
Accounting policies
(Continued)
Page 11
1.5
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.

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:

Leasehold land and buildings
Over 20 years
Fixtures and fittings
33.3% 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.

1.6
Stock

Stock are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stock to their present location and condition.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stock 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
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.8
Financial instruments

All of the company's financial assets and liabilities are basic and measured at amortised cost.

1.9
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.

Tosoh Bioscience Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
1
Accounting policies
(Continued)
Page 12
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.

1.10
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

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.

1.11
Retirement benefits

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

1.12
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.

1.13
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.

Tosoh Bioscience Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
Page 13
2
Employees

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

2023
2022
Number
Number
Total
18
17
3
Intangible fixed assets
Other
£
Cost
At 1 January 2023
25,602
Additions
5,838
At 31 December 2023
31,440
Amortisation and impairment
At 1 January 2023
22,377
Amortisation charged for the year
1,051
At 31 December 2023
23,428
Carrying amount
At 31 December 2023
8,012
At 31 December 2022
3,225
Tosoh Bioscience Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
Page 14
4
Tangible fixed assets
Land and buildings
Plant and machinery etc
Total
£
£
£
Cost
At 1 January 2023
45,278
37,551
82,829
Additions
-
0
3,894
3,894
Disposals
(45,278)
(956)
(46,234)
At 31 December 2023
-
0
40,489
40,489
Depreciation and impairment
At 1 January 2023
13,584
31,772
45,356
Depreciation charged in the year
2,080
4,201
6,281
Eliminated in respect of disposals
(15,664)
(185)
(15,849)
At 31 December 2023
-
0
35,788
35,788
Carrying amount
At 31 December 2023
-
0
4,701
4,701
At 31 December 2022
31,694
5,779
37,473
5
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
1,052,068
812,320
Amounts owed by group undertakings
2,478,625
2,576,814
Other debtors
26,246
8,000
Prepayments and accrued income
47,546
352,803
3,604,485
3,749,937
Tosoh Bioscience Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
Page 15
6
Creditors: amounts falling due within one year
2023
2022
as restated
£
£
Trade creditors
81,981
122,330
Amounts owed to group undertakings
104,085
163,080
Corporation tax
3,988
14,454
Other taxation and social security
411,580
381,319
Other creditors
9,296
141,759
Accruals and deferred income
1,096,144
1,102,659
1,707,074
1,925,601

The comparative figures have been restated, increasing accruals and deferred income by £910,189 to £1,102,659 and reducing trade creditors by the same amount to £122,330. This restatement was to amend the classification of accrued expenses.

7
Called up share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary Shares of £1 each
2
2
2
2
8
Operating lease commitments

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

2023
2022
£
£
328,297
114,773
9
Parent company

The company is a wholly owned subsidiary of Tosoh Europe NV (Belgium), Registered office No.4 Transportstraat, Tessenderlo, 3980, Belgium . The director regards Tosoh Corporation (Japan), Registered office Tokyo Midtown Yaesu, Yaesu Central Tower, 2-2-1, Yaesu, Cho-ku, 104-8467 Tokyo, Japan as being the company's ultimate parent company.

The smallest and largest groups for which consolidated financial statements are prepared and in which the company's results are included, are headed by Tosoh Europe NV (Belgium) and Tosoh Corporation (Japan) respectively.

 

Copies of the consolidated financial statements are available at the respective companies' registered offices.

 

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