REGISTERED NUMBER: 03513150 (England and Wales) |
Group Strategic Report, |
Report of the Directors and |
Consolidated Financial Statements |
for the Year Ended 31 December 2023 |
for |
Unitex UK. Limited |
REGISTERED NUMBER: 03513150 (England and Wales) |
Group Strategic Report, |
Report of the Directors and |
Consolidated Financial Statements |
for the Year Ended 31 December 2023 |
for |
Unitex UK. Limited |
Unitex UK. Limited (Registered number: 03513150) |
Contents of the Consolidated Financial Statements |
for the year ended 31 December 2023 |
Page |
Company Information | 1 |
Group Strategic Report | 2 |
Report of the Directors | 4 |
Report of the Independent Auditors | 5 |
Consolidated Statement of Comprehensive Income | 8 |
Consolidated Statement of Financial Position | 9 |
Company Statement of Financial Position | 10 |
Consolidated Statement of Changes in Equity | 11 |
Company Statement of Changes in Equity | 12 |
Consolidated Statement of Cash Flows | 13 |
Notes to the Consolidated Statement of Cash Flows | 14 |
Notes to the Consolidated Financial Statements | 15 |
Unitex UK. Limited |
Company Information |
for the year ended 31 December 2023 |
DIRECTORS: |
SECRETARY: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Chartered Accountants |
& Statutory Auditors |
St George's Court |
Winnington Avenue |
Northwich |
Cheshire |
CW8 4EE |
Unitex UK. Limited (Registered number: 03513150) |
Group Strategic Report |
for the year ended 31 December 2023 |
The directors present their strategic report of the company and the group for the year ended 31 December 2023. |
REVIEW OF BUSINESS |
The results for the year are shown on page 8. |
The Group has reported a loss for the year of £396,424 (2022: £218,891 profit). |
2023 saw a decrease in revenues, principally from our two largest accounts each of which had a poor year. Nevertheless, there was strong growth elsewhere, especially in the height safety segment. |
PRINCIPAL RISKS AND UNCERTAINTIES |
There are a number of potential risks and uncertainties, which could have a material impact on the business. The Group operates globally in varied markets and manages the risks inherent in its activities. |
There are risk factors both external and internal to the business. |
External risks include global, political and economic conditions, actions of competitors, the effect of legislation or other regulatory change, foreign exchange exposure, interest rate exposure, credit risk, business continuity, environmental risks and potential litigation. |
The Group has a significant exposure to foreign currency fluctuations, due to both sales and purchases, both external and inter company being denominated in foreign currency. The Group maintains foreign currency accounts and best endeavours are made to ensure pricing and purchasing relationships reflect up to date exchange rates. |
Internal risks include capacity constraints and the loss of key staff. |
The Group tries to mitigate exposure to all forms of risk, where practicable, and to transfer risk to insurers where cost effective. |
GOING CONCERN |
The Group's forecasts and projections, taking account of reasonably possible changes in trading performance show that the Group continues to be cash-generative and should be able to operate within the level of its current cash resources for a period of at least 12 months following approval of the financial statements. |
The Group has net liabilities of £4,532,575 (Company : £11,195,855) at 31 December 2023, including loans and accrued interest due to the parent company, Unitex Holding BV of £9,941,443 (Company : £9,264,136). The directors have received written confirmation that, for the 12 months following the date the financial statements are approved, Unitex Holding BV will not request the repayment of any debt due from the Group or Company and will provide additional funding, if required, to enable the Group and Company to continue to trade normally. |
However due to the current global economic environment and the trading activity of the wider group, and the requirement for the parent company to continue to be supported by its shareholder, uncertainty exists over the parent company's ability to continue as a going concern and whether repayment of these loans will not be requested. This constitutes a material uncertainty which may cast significant doubt over the Group and Company's ability to continue as a going concern for the foreseeable future and, therefore, the Company and Group might be unable to realise its assets and discharge its liabilities in the normal course of business. |
FINANCIAL INSTRUMENTS |
At any time the Group has significant amounts owing from trade debtors. A comprehensive debtor control system is in place to ensure debtor finance is kept within the policy terms. |
Cash flow forecasts are compiled weekly on a rolling three-month basis and the Group policy is to have internally generated funds with no reliance on external funding. |
KEY PERFORMANCE INDICATORS |
The board recognises key performance indicators as an integral part of monitoring the performance of the business. |
It is the responsibility of management to regularly monitor and review these indicators and report the results and any corrective actions to the board. These include analysis of sales to raw material and production per machine. Labour output trends are also monitored. |
Unitex UK. Limited (Registered number: 03513150) |
Group Strategic Report |
for the year ended 31 December 2023 |
FUTURE DEVELOPMENTS |
As per the previous review, we continue to target growth for all three companies. Export sales continue to grow and be our key focus. |
ON BEHALF OF THE BOARD: |
24 September 2024 |
Unitex UK. Limited (Registered number: 03513150) |
Report of the Directors |
for the year ended 31 December 2023 |
The directors present their report with the financial statements of the company and the group for the year ended 31 December 2023. |
PRINCIPAL ACTIVITY |
The principal activity of the group in the year under review was that of weaving and dyeing of webbing products together with the production of seatbelts, design and manufacture of lifting and loading equipment and height safety equipment. |
The principal activity of the Company is that of a holding company. |
RESULTS |
The Group's loss for the year was £396,424 (2022: £219,891 profit). |
DIVIDENDS |
No dividends will be distributed for the year ended 31 December 2023. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1 January 2023 to the date of this report. |
FUTURE DEVELOPMENTS |
An indication of the future developments in the group's business can be found in the strategic report. |
DIRECTORS' RESPONSIBILITIES STATEMENT |
The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to: |
- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information. |
AUDITORS |
The auditors, Bennett Brooks & Co Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
Report of the Independent Auditors to the Members of |
Unitex UK. Limited |
Opinion |
We have audited the financial statements of Unitex UK. Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Statement of Financial Position, Company Statement of Financial Position, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Statement of Cash Flows and Notes to the Consolidated Statement of Cash Flows, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
In our opinion the financial statements: |
- | give a true and fair view of the state of the group's and of the parent company affairs as at 31 December 2023 and of the group's loss for the year then ended; |
- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
- | have been prepared in accordance with the requirements of the Companies Act 2006. |
Basis for opinion |
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group 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. |
Material uncertainty related to going concern |
We draw attention to the going concern paragraph in Note 2 in the financial statements which states that the Company has net liabilities, including significant intercompany loans and as a result is dependent upon the financial support of the Unitex UK Group and parent company. |
As stated in Note 2, these events or conditions, along with other matters as set forth in Note 2, indicate that a material uncertainty exists that may cast significant doubt on the company's ability to continue as a going concern. Our opinion is not modified in respect of this matter. |
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. 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 directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. |
Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of the audit: |
- | the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
Report of the Independent Auditors to the Members of |
Unitex UK. Limited |
Matters on which we are required to report by exception |
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors. |
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- | adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the parent company 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 four, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. |
In preparing the financial statements, the directors are responsible for assessing the group's and the parent 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 group or the parent company or to cease operations, or have no realistic alternative but to do so. |
Auditors' responsibilities for the audit of the financial statements |
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. |
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
Based on our understanding of the company and industry, we identified that the principal risks of non-compliance with laws and regulations related to UK tax legislation and regulations which govern the preparation of financial statements, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the financial statements such as the Companies Act 2006. We evaluated management's |
incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries to increase revenue, through management bias in manipulation of accounting estimates or accounting for significant transactions outside the normal course of business. Audit procedures performed included: |
- Enquiry of management around actual and potential litigation and claims and instances of non-compliance with laws and regulations; |
- Auditing the risk of management override of controls, through testing journal entries and other adjustments for appropriateness, testing accounting estimates (because of the risk of management bias), and evaluating the business rationale of significant transactions outside the normal course of business; |
- Reviewing financial statement disclosures and agreeing to supporting documentation to assess compliance with applicable laws and regulations; and |
- Review of board meeting minutes. |
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. |
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
Report of the Independent Auditors to the Members of |
Unitex UK. Limited |
Use of our report |
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
for and on behalf of |
Chartered Accountants |
& Statutory Auditors |
St George's Court |
Winnington Avenue |
Northwich |
Cheshire |
CW8 4EE |
Unitex UK. Limited (Registered number: 03513150) |
Consolidated |
Statement of Comprehensive |
Income |
for the year ended 31 December 2023 |
2023 | 2022 |
Notes | £ | £ |
TURNOVER | 4 | 10,775,894 | 11,217,447 |
Cost of sales | (8,593,328 | ) | (8,389,168 | ) |
GROSS PROFIT | 2,182,566 | 2,828,279 |
Distribution costs | (799,835 | ) | (635,056 | ) |
Administrative expenses | (1,201,117 | ) | (1,360,638 | ) |
OPERATING PROFIT | 7 | 181,614 | 832,585 |
Interest payable and similar expenses | 9 | (578,038 | ) | (576,254 | ) |
(LOSS)/PROFIT BEFORE TAXATION | (396,424 | ) | 256,331 |
Tax on (loss)/profit | 10 | - | (36,440 | ) |
(LOSS)/PROFIT FOR THE FINANCIAL YEAR |
( |
) |
OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE (LOSS)/INCOME FOR THE YEAR |
(396,424 |
) |
219,891 |
(Loss)/profit attributable to: |
Owners of the parent | (396,424 | ) | 219,891 |
Total comprehensive (loss)/income attributable to: |
Owners of the parent | (396,424 | ) | 219,891 |
Unitex UK. Limited (Registered number: 03513150) |
Consolidated Statement of Financial Position |
31 December 2023 |
2023 | 2022 |
Notes | £ | £ |
FIXED ASSETS |
Tangible assets | 12 | 225,922 | 185,467 |
Investments | 13 | - | - |
225,922 | 185,467 |
CURRENT ASSETS |
Stocks | 14 | 3,241,656 | 3,464,060 |
Debtors | 15 | 3,230,893 | 3,713,685 |
Cash at bank and in hand | 664,672 | 334,017 |
7,137,221 | 7,511,762 |
CREDITORS |
Amounts falling due within one year | 16 | (11,895,718 | ) | (11,833,380 | ) |
NET CURRENT LIABILITIES | (4,758,497 | ) | (4,321,618 | ) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
(4,532,575 |
) |
(4,136,151 |
) |
CAPITAL AND RESERVES |
Called up share capital | 18 | 2,875,028 | 2,875,028 |
Other reserves | 19 | 6,004 | 6,004 |
Retained earnings | 19 | (7,413,607 | ) | (7,017,183 | ) |
SHAREHOLDERS' FUNDS | (4,532,575 | ) | (4,136,151 | ) |
The financial statements were approved by the Board of Directors and authorised for issue on 24 September 2024 and were signed on its behalf by: |
R G Ellis - Director |
Unitex UK. Limited (Registered number: 03513150) |
Company Statement of Financial Position |
31 December 2023 |
2023 | 2022 |
Notes | £ | £ |
FIXED ASSETS |
Tangible assets | 12 |
Investments | 13 |
CURRENT ASSETS |
Debtors | 15 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 16 | ( |
) | ( |
) |
NET CURRENT LIABILITIES | ( |
) | ( |
) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
( |
) |
( |
) |
CAPITAL AND RESERVES |
Called up share capital | 18 |
Retained earnings | ( |
) | ( |
) |
SHAREHOLDERS' FUNDS | ( |
) | ( |
) |
Company's profit for the financial year | 837,310 | 374,007 |
The financial statements were approved by the Board of Directors and authorised for issue on |
Unitex UK. Limited (Registered number: 03513150) |
Consolidated Statement of Changes in Equity |
for the year ended 31 December 2023 |
Called up |
share | Retained | Other | Total |
capital | earnings | reserves | equity |
£ | £ | £ | £ |
Balance at 1 January 2022 | 2,875,028 | (7,237,074 | ) | 6,004 | (4,356,042 | ) |
Changes in equity |
Total comprehensive income | - | 219,891 | - | 219,891 |
Balance at 31 December 2022 | 2,875,028 | (7,017,183 | ) | 6,004 | (4,136,151 | ) |
Changes in equity |
Total comprehensive loss | - | (396,424 | ) | - | (396,424 | ) |
Balance at 31 December 2023 | 2,875,028 | (7,413,607 | ) | 6,004 | (4,532,575 | ) |
Unitex UK. Limited (Registered number: 03513150) |
Company Statement of Changes in Equity |
for the year ended 31 December 2023 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Balance at 1 January 2022 | ( |
) | ( |
) |
Changes in equity |
Total comprehensive income | - |
Balance at 31 December 2022 | ( |
) | ( |
) |
Changes in equity |
Total comprehensive income | - |
Balance at 31 December 2023 | ( |
) | ( |
) |
Unitex UK. Limited (Registered number: 03513150) |
Consolidated Statement of Cash Flows |
for the year ended 31 December 2023 |
2023 | 2022 |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | 1,026,068 | 363,027 |
Interest paid | (578,038 | ) | (576,254 | ) |
Tax paid | (36,440 | ) | (10,725 | ) |
Net cash from operating activities | 411,590 | (223,952 | ) |
Cash flows from investing activities |
Purchase of tangible fixed assets | (80,935 | ) | (88,028 | ) |
Net cash from investing activities | (80,935 | ) | (88,028 | ) |
Increase/(decrease) in cash and cash equivalents | 330,655 | (311,980 | ) |
Cash and cash equivalents at beginning of year | 2 | 334,017 | 645,997 |
Cash and cash equivalents at end of year | 2 | 664,672 | 334,017 |
Unitex UK. Limited (Registered number: 03513150) |
Notes to the Consolidated Statement of Cash Flows |
for the year ended 31 December 2023 |
1. | RECONCILIATION OF (LOSS)/PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
2023 | 2022 |
£ | £ |
(Loss)/profit before taxation | (396,424 | ) | 256,331 |
Depreciation charges | 40,480 | 43,717 |
Finance costs | 578,038 | 576,254 |
222,094 | 876,302 |
Decrease/(increase) in stocks | 222,404 | (931,638 | ) |
Decrease/(increase) in trade and other debtors | 482,792 | (329,213 | ) |
Increase in trade and other creditors | 98,778 | 747,576 |
Cash generated from operations | 1,026,068 | 363,027 |
2. | CASH AND CASH EQUIVALENTS |
The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts: |
Year ended 31 December 2023 |
31.12.23 | 1.1.23 |
£ | £ |
Cash and cash equivalents | 664,672 | 334,017 |
Year ended 31 December 2022 |
31.12.22 | 1.1.22 |
£ | £ |
Cash and cash equivalents | 334,017 | 645,997 |
3. | ANALYSIS OF CHANGES IN NET FUNDS |
At 1.1.23 | Cash flow | At 31.12.23 |
£ | £ | £ |
Net cash |
Cash at bank and in hand | 334,017 | 330,655 | 664,672 |
334,017 | 330,655 | 664,672 |
Total | 334,017 | 330,655 | 664,672 |
Unitex UK. Limited (Registered number: 03513150) |
Notes to the Consolidated Financial Statements |
for the year ended 31 December 2023 |
1. | STATUTORY INFORMATION |
Unitex UK. Limited is a private company, limited by shares, incorporated and registered in England and Wales. The company's registered number and registered office address can be found on the General Information page. |
The presentation currency of the financial statements is the Pound Sterling (£). |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
The financial statements have been prepared under the historical cost convention and in accordance with Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ (FRS 102) and the requirements of the Companies Act 2006, including the provisions of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 and under the historical cost convention. |
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below. |
Going concern |
The Group has net liabilities of £4,532,575 and the Company has net liabilities of £11,195,855. The directors have assessed the Group and Company's forecasts for future profitability and have concluded that the Group and Company are reliant on the support of its parent company, Unitex Holding BV. |
The parent company has confirmed that, for a period of at least 12 months from the date of approving the financial statements : |
- financial support will continue to be provided in order for the Group and Company to trade normally; and |
- repayment of the intercompany loans due to the parent and other group companies will not be requested. |
However, due to the current global economic environment and the trading activity of the wider group, and the requirement for the parent company to continue to be supported by it's shareholder, uncertainty exists over the parent company's ability to continue as a going concern and whether repayment of the loans will not be requested. This constitutes a material uncertainty which may cast significant doubt over the company's ability to continue as a going concern, and therefore the Group and Company may be unable to realise its assets and discharge its liabilities in the normal course of business. |
Financial Reporting Standard 102 - reduced disclosure exemptions |
In accordance with FRS 102, the Company has taken advantage of the exemptions from the following disclosure requirements: |
- Section 11 ‘Basic Financial Instruments’ - Carrying amounts of financial instruments held at amortised cost or cost |
- Section 33 ‘Related Party Disclosures’ - Compensation for key management personnel |
In accordance with FRS 102, the Group has taken advantage of the exemptions from the following disclosure requirements: |
- Section 33 ‘Related Party Disclosures’ - Compensation for key management personnel |
Company statement of comprehensive income |
As permitted by s408 Companies Act 2006, the Company has not presented its own statement of comprehensive income as it prepares group accounts and the Company’s individual statement of financial position shows the Company’s profit or loss for the year. |
Basis of consolidation |
The consolidated financial statements incorporate those of Unitex UK Limited and all of its subsidiaries (i.e. entities that the group controls through its power to govern the financial and operating policies so as to obtain economic benefits). Subsidiaries acquired during the year are consolidated using the acquisition method. |
All financial statements are made up to 31 December 2023. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group. |
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. |
Unitex UK. Limited (Registered number: 03513150) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
2. | ACCOUNTING POLICIES - continued |
Turnover |
Turnover is recognised at the fair value of the consideration received or receivable and represents the invoiced value, net of Value Added Tax of goods and services provided to customers. Turnover is derived entirely from the Group’s principal activities and is recognised upon the date of despatch. |
Other operating income is derived from monies received not from the company's principal activities. |
Other income |
Interest income |
Interest income is accrued on a time-apportioned basis, by reference to the principal outstanding at the effective interest rate. |
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: |
Plant and machinery 10% - 20% per annum straight line |
Fixtures, fittings, tools and equipment 10% - 33.3% per annum 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. |
Residual value is calculated on prices prevailing at the reported date, after estimated costs of disposal, for the asset as if it were at the age and in the condition expected at the end of its useful life. |
Stocks |
Stocks and work in progress are valued at the lower of cost and net realisable value. In determining the cost of raw materials, consumables and goods purchased for resale the average cost method is used. For work in progress and finished goods, cost is taken as production cost, which includes an appropriate proportion of attributable overheads. Net realisable value is the estimated selling price, less further costs to completion. Provision is made where necessary for obsolete, slow moving stock or work in progress. |
Cash and cash equivalents |
Cash and cash equivalents are basic financial instruments 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. |
Taxation |
The tax expense represents the sum of the current tax expense and deferred tax expense. Current tax assets are recognised when tax paid exceeds the tax payable. |
Current tax is based on taxable profit for the year. Taxable profit differs from total comprehensive income because it excludes items of income or expense that are taxable or deductible in other periods. Current tax assets and liabilities are measured using tax rates that have been enacted or substantively enacted by the reporting date. |
Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled based on tax rates that have been enacted or substantively enacted by the reporting date. |
Deferred tax liabilities are recognised in respect of all timing differences that exist at the reporting date. Timing differences are differences between taxable profits and total comprehensive income that arise from the inclusion of income and expenses in tax assessments in different periods from their recognition in the financial statements. Deferred tax assets are recognised only to the extent that it is probable that they will be recovered by the reversal of deferred tax liabilities or other future taxable profits |
. |
Current and deferred tax is charged or credited in profit or loss, except when it relates to items charged or credited to other comprehensive income or equity, when the tax follows the transaction or event it relates to and is also charged or credited to other comprehensive income, or equity. |
Current tax assets and current tax liabilities and deferred tax assets and deferred tax liabilities are offset, if and only if, there is a legally enforceable right to set off the amounts and the entity intends either to settle on a net basis or to realise the asset and settle the liability simultaneously. |
Unitex UK. Limited (Registered number: 03513150) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
2. | ACCOUNTING POLICIES - continued |
Hire purchase and leasing commitments |
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. |
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the statement of financial position as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to the income statement so as to produce a constant periodic rate of interest on the remaining balance of the liability. |
All other leases are classified as operating leases and the annual rentals are charged to profit or loss on a straight line basis over the lease term. |
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. |
Retirement benefits |
The Group operates a group personal pension plan and makes contributions to this together with contributions to individual personal pension plans. The amount charged to profit or loss in respect of pension costs and other post retirement benefits is the contributions payable in the year. Differences between contributions payable in the year and contributions actually paid are shown as either accruals or prepayments. |
Unitex UK. Limited (Registered number: 03513150) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
2. | ACCOUNTING POLICIES - continued |
Financial instruments |
The group 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 when the group becomes party to the contractual provisions of the instrument. |
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously. |
Basic financial assets |
Basic financial assets, which include trade, group and other debtors and cash 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 financial asset is measured at the present value of the future receipts discounted at a market rate of interest. |
Other financial assets |
Other financial assets, including trade investments, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment. |
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 group 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 group after deducting all of its liabilities. |
Basic financial liabilities |
Basic financial liabilities, including trade, group and other creditors, bank loans 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. |
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. |
Derecognition of financial liabilities |
Financial liabilities are derecognised when, and only when, the group's contractual obligations are |
discharged, cancelled, or they expire. |
Equity instruments |
Equity instruments issued by the group are recorded at the fair value of proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group. |
Fixed asset investments |
In the separate accounts of the Company, interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. |
Interests in subsidiaries are assessed for impairment at each reporting date. Any impairments losses or reversals of impairment losses are recognised immediately in profit or loss. |
Unitex UK. Limited (Registered number: 03513150) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
3. | CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY |
Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the |
circumstances. |
Critical accounting estimates and assumptions |
The Group makes estimates and assumptions concerning the future. The resulting accounting estimates and assumptions will, by definition, seldom equal the related actual results. The directors consider that accounting estimates, assumptions and judgements made do not have a significant risk of causing a material difference to the carrying amounts of assets and liabilities within the next financial year. |
Critical areas of judgement |
There are procedures in place to monitor stock items considered to be slow moving to ensure that the carrying value of these items is still recoverable. Where necessary, a provision is made for items where the recoverable amount is lower than the carrying value. |
The Group also makes judgement regarding the recoverability of debt from group companies. If these companies are not currently profitable and are being supported by other group entities then these amounts will be provided for in the accounts of the Company. |
The directors exercise significant judgement in applying the going concern basis in preparing the financial statements. This judgement being the assumption that the parent company and ultimate shareholder are able to fund the business for a period of 12 months from the approval of the accounts. As stated in the strategic report, the directors have judged that this constitutes a material uncertainty which may cast significant doubt over the Group and Company's ability to continue as a going concern for the foreseeable future and, therefore, the Company and Group might be unable to realise its assets and discharge its liabilities in the normal course of business. |
4. | TURNOVER |
The turnover and loss (2022 - profit) before taxation are attributable to the one principal activity of the group. |
An analysis of turnover by class of business is given below: |
2023 | 2022 |
£ | £ |
Sale of goods | 10,775,894 | 11,217,447 |
10,775,894 | 11,217,447 |
An analysis of turnover by geographical market is given below: |
2023 | 2022 |
£ | £ |
United Kingdom | 9,221,552 | 9,894,982 |
Europe | 992,401 | 905,422 |
Rest of World | 561,941 | 417,043 |
10,775,894 | 11,217,447 |
Unitex UK. Limited (Registered number: 03513150) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
5. | EMPLOYEES AND DIRECTORS |
Group | Company |
2023 | 2022 | 2023 | 2022 |
Number | Number | Number | Number |
Production | 69 | 69 | 69 | 69 |
Sales and distribution | 10 | 10 | 10 | 10 |
Administration | 8 | 8 | 8 | 8 |
87 | 87 | 87 | 87 |
Staff costs for the above persons: |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Wages and salaries | 2,433,563 | 2,134,119 | 2,433,563 | 2,134,119 |
Social security costs | 201,219 | 187,491 | 201,219 | 187,491 |
Pension costs | 67,474 | 61,565 | 67,474 | 61,565 |
2,702,246 | 2,383,175 | 2,702,246 | 2,383,175 |
All staff costs incurred by the company are wholly recharged to other group companies. There are no staff costs borne by Unitex UK Limited. |
6. | DIRECTORS' EMOLUMENTS |
2023 | 2022 |
£ | £ |
Emoluments | 100,000 | 99,167 |
Company contributions to money purchase pension schemes | 10,000 | 9,917 |
110,000 | 109,084 |
The number of directors to whom retirement benefits are accruing is 1 (2022:1). |
7. | OPERATING PROFIT |
2023 | 2022 |
Operating profit for the year is stated after charging/(crediting): | £ | £ |
Exchange losses | 40,556 | 138,083 |
Depreciation of owned tangible fixed assets | 40,480 | 43,717 |
Stocks impairment losses recognised or reversed | (12,932 | ) | 31,584 |
Operating lease charges | 211,409 | 214,784 |
Unitex UK. Limited (Registered number: 03513150) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
8. | AUDITORS' REMUNERATION |
2023 | 2022 |
Fees payable to the company's auditor and its associates: | £ | £ |
For audit services |
Audit of the financial statements of the group and company | 8,900 | 10,600 |
Audit of the financial statements of the company's subsidiaries | 18,600 | 22,600 |
27,500 | 33,200 |
For other services |
Taxation compliance services | 3,680 | 4,865 |
Other taxation services | - | - |
All other non-audit services | 4,500 | 4,500 |
8,180 | 9,365 |
9. | INTEREST PAYABLE AND SIMILAR EXPENSES |
2023 | 2022 |
£ | £ |
Interest on bank overdrafts and loans | 90 | - |
Interest payable to group undertakings | 543,228 | 541,012 |
Interest payable to related parties | 34,720 | 35,242 |
578,038 | 576,254 |
10. | TAXATION |
Analysis of the tax charge |
The tax charge on the loss for the year was as follows: |
2023 | 2022 |
£ | £ |
Current tax: |
UK corporation tax | - | 39,699 |
Overprovision in prior year | - | (3,259 | ) |
Tax on (loss)/profit | - | 36,440 |
Reconciliation of total tax charge included in profit and loss |
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
2023 | 2022 |
£ | £ |
(Loss)/profit before tax | (396,424 | ) | 256,331 |
(Loss)/profit multiplied by the standard rate of corporation tax in the UK of 23.520 % (2022 - 19 %) |
(93,239 |
) |
48,703 |
Effects of: |
Expenses not deductible for tax purposes | 2,084 | 2,234 |
Utilisation of tax losses | (11,048 | ) | (11,238 | ) |
Prior year adjustments | - | (3,259 | ) |
Unrecognised deferred tax assets | 102,203 | - |
Total tax charge | - | 36,440 |
Unitex UK. Limited (Registered number: 03513150) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
10. | TAXATION - continued |
FACTORS THAT MAY EFFECT FUTURE CHARGES |
The group has gross tax losses available to carry forward of £6,986,812 (2022: £6,552,278) which will be utilised against future profits. Refer to note 15. |
In the Spring Budget 2021, the UK Government announced that from 1 April 2023 the corporation tax rate would increase to 25% (rather than remaining at 19%, as previously enacted). This new law was substantively enacted on 24 May 2021. Deferred taxes at the balance sheet date have been measured using these enacted tax rates and reflected in these financial statements. |
11. | INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME |
As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
12. | TANGIBLE FIXED ASSETS |
Group |
Fixtures, |
fittings, |
Plant and | tools and | Motor |
machinery | equipment | vehicles | Totals |
£ | £ | £ | £ |
COST |
At 1 January 2023 | 2,222,999 | 209,062 | 23,998 | 2,456,059 |
Additions | 33,349 | 16,756 | 30,830 | 80,935 |
At 31 December 2023 | 2,256,348 | 225,818 | 54,828 | 2,536,994 |
DEPRECIATION |
At 1 January 2023 | 2,061,550 | 209,042 | - | 2,270,592 |
Charge for year | 27,025 | 3,743 | 9,712 | 40,480 |
At 31 December 2023 | 2,088,575 | 212,785 | 9,712 | 2,311,072 |
NET BOOK VALUE |
At 31 December 2023 | 167,773 | 13,033 | 45,116 | 225,922 |
At 31 December 2022 | 161,449 | 20 | 23,998 | 185,467 |
Company |
The company had no tangible fixed assets at 31 December 2023 or 31 December 2022. |
13. | FIXED ASSET INVESTMENTS |
Company |
Shares in |
group |
undertakings |
£ |
COST |
At 1 January 2023 |
and 31 December 2023 |
NET BOOK VALUE |
At 31 December 2023 |
At 31 December 2022 |
Unitex UK. Limited (Registered number: 03513150) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
13. | FIXED ASSET INVESTMENTS - continued |
The group or the company's investments at the Statement of Financial Position date in the share capital of companies include the following: |
Subsidiaries |
Registered office: England and Wales |
Nature of business: |
% |
Class of shares: | holding |
Registered office: England and Wales |
Nature of business: |
% |
Class of shares: | holding |
Registered office: England and Wales |
Nature of business: |
% |
Class of shares: | holding |
All investments for the group or the company are direct. |
The registered address of the above companies is Marling Mills, Nelson Street, Leek, Staffordshire, ST13 6BB. |
14. | STOCKS |
Group | Company |
2023 | 2022 | 2022 | 2021 |
£ | £ | £ | £ |
Raw materials and consumables | 1,580,435 | 1,563,431 | - | - |
Finished goods and goods for resale | 1,661,221 | 1,900,629 | - | - |
3,241,656 | 3,464,060 | - | - |
There is no significant difference between the replacement cost of stocks and its carrying amount. |
Stocks are stated after provisions for impairment of £60,198 (2022: £73,131). |
15. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Trade debtors | 1,947,506 | 2,440,526 |
Other debtors | 3,810 | 3,967 |
Due from group undertakings | 1,199,423 | 1,185,930 | 67,000 | 67,000 |
Prepayments | 80,154 | 83,262 |
3,230,893 | 3,713,685 |
Unitex UK. Limited (Registered number: 03513150) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
15. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR - continued |
Deferred tax has not been recognised of £1,746,703 (2022: £1,638,070) as it is not probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. The deferred tax asset in respect of losses not recognised may be carried forward indefinitely. |
Company |
There is no deferred tax not recognised for the company (2022: £Nil). |
16. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Bank loans and overdrafts | - | - |
Trade creditors | 708,475 | 991,218 |
Amounts owed to group undertakings | 9,974,185 | 9,489,733 |
Tax | - | 36,440 |
Social security & other taxes | 253,600 | 157,295 |
Due to related undertakings | 586,286 | 721,876 | 427,674 | 503,463 |
Accrued expenses | 373,172 | 436,818 |
11,895,718 | 11,833,380 |
Amounts owed to group and related undertakings are unsecured, repayable on demand and bear interest at varying rates between 7 and 8.95%. |
17. | LEASING AGREEMENTS |
Minimum lease payments fall due as follows: |
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows: |
Group | Company |
2023 | 2022 | 2022 | 2021 |
£ | £ | £ | £ |
Within one year | 215,826 | 203,858 | - | - |
Between one and five years | 94,943 | 333,241 | - | - |
310,769 | 537,099 | - | - |
18. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2023 | 2022 |
value: | £ | £ |
Ordinary | £1 | 2,875,028 | 2,875,028 |
Called up share capital |
The company's ordinary shares, which carry no right to fixed income, each carry the right to vote at general meetings of the Company. |
Capital reserves |
The nominal value of shares repurchased and still held at the end of the reporting period. |
Profit and loss account |
Cumulative profit and loss net of distributions to owners. |
Unitex UK. Limited (Registered number: 03513150) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
19. | RESERVES |
Group |
Retained | Other |
earnings | reserves | Totals |
£ | £ | £ |
At 1 January 2023 | (7,017,183 | ) | 6,004 | (7,011,179 | ) |
Deficit for the year | (396,424 | ) | (396,424 | ) |
At 31 December 2023 | (7,413,607 | ) | 6,004 | (7,407,603 | ) |
20. | PENSION COMMITMENTS |
The Group operates a group personal pension plan and makes contributions to this together with contributions to individual personal pension plans. The pension cost charge represents contributions payable by the Group and amounted to £67,474 (2022: £61,565). Contributions of £11,783 (2022: £9,385) were payable to the funds at the year end. |
21. | ULTIMATE PARENT COMPANY |
Unitex Holding B.V. (incorporated in Netherlands ) is regarded by the directors as being the company's ultimate parent company. |
Unitex Holding B.V. is the immediate parent and is the smallest and largest group for which consolidated accounts including Unitex UK Limited are prepared. The consolidated accounts of Unitex Holding B.V. are available from its registered office: |
Unitex Holding B.V. |
Glashurst 111 |
Postbus 7 |
3926 ZG |
Scherpenzeel |
Netherlands |
22. | FINANCIAL COMMITMENTS, GUARANTEES AND CONTINGENT LIABILITIES |
The Company and Group has given a fixed and floating charge date 8 December 2019 in favour of Barclays Bank plc as security against all property or undertaking of the company. |
The Company is a member of a VAT group. At 31 December 2023 the aggregate VAT liability of the other companies in the Group was £187,618 (2022: £100,449). |
Unitex UK. Limited (Registered number: 03513150) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31 December 2023 |
23. | RELATED PARTY DISCLOSURES |
COMPANY |
During the year, the Company transacted with related parties. At the year end £427,674 (2022: £804,728) was owed to related parties. |
During the year the Company also incurred interest expenses of £34,720 (2022: £35,242). Included in accruals at 31 December is £254,990 (2022: £301,264) of interest owing to related parties. |
These are related parties of the Company because the ultimate controlling parties have a common interest in these companies. |
GROUP |
During the year, the Group transacted with other related parties. The Group purchased £713,189 (2022: £861,275) of goods and was charged rent amounting to £132,000 (2022: £132,000) from the related parties. |
At the year end the Group was owed £Nil (2022: £8,869l) from the related parties and owed £586,286 (2022: £1,014,273) to the related parties. |
During the year, the Group incurred interest expenses of £34,720 (2022: £35,242). Included in accruals at 31 December is £254,990 (2022: £301,264) of interest owing to related parties. |
These are related parties of the Group because the ultimate controlling parties have a common interest in these companies. |
The amounts outstanding are unsecured, non-interest bearing and will be settled in cash. |
No guarantees have been given or received. A credit of £13,440 has been recognised in the year (2022: £28,820 expense) in respect of bad debts from related parties. |
Disclosures have not been included above in relation to other group members whereby the balances would eliminate upon consolidation. |
24. | ULTIMATE CONTROLLING PARTY |
The ultimate controlling parties are Dr F M and Mrs B A Repetto. |