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REGISTERED NUMBER: 03630810 (England and Wales)










Strategic Report, Report of the Directors and

Audited Financial Statements

for the Year Ended 31 December 2023

for

TS (UK) Limited

TS (UK) Limited (Registered number: 03630810)






Contents of the Financial Statements
for the Year Ended 31 December 2023




Page

Company Information 1

Strategic Report 2

Report of the Directors 4

Report of the Independent Auditors 6

Profit & Loss Account 10

Other Comprehensive Income 11

Balance Sheet 12

Statement of Changes in Equity 13

Cash Flow Statement 14

Notes to the Cash Flow Statement 15

Notes to the Financial Statements 16


TS (UK) Limited

Company Information
for the Year Ended 31 December 2023







DIRECTORS: S Tontarelli
C Tontarelli
D Castronuovo
A M Germano
L J Finn



SECRETARY: A M Germano



REGISTERED OFFICE: Unit 107 Stakehill Industrial Estate
Middleton
Greater Manchester
M24 2SJ



REGISTERED NUMBER: 03630810 (England and Wales)



AUDITORS: SKS Audit LLP
3 Sheen Road
Richmond Upon Thames
TW9 1AD



SOLICITORS: Milners Solicitors
Crown House
85-89 Great George Street
Leeds
Yorkshire
LS1 3BR

TS (UK) Limited (Registered number: 03630810)

Strategic Report
for the Year Ended 31 December 2023

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

PRINCIPAL ACTIVITY

The principal activity of the company is the production of plastic goods for domestic use.

FAIR REVIEW OF BUSINESS
In 2023, TS (UK) Limited was achieving very satisfying results until 10/08/2023 when TS UK's biggest customer, Wilko Limited, went into administration. Unfortunately, this led to a fall in turnover in the second half of 2023. Potentially, the negative impact on turnover could continue in first term of 2024.

The total 2023 turnover reached £28.7 million (£27.67 million in 2022, £30 million in 2021). The margin in 2023 improved from 2022.

TS (UK)'s 2023 accounts finish with a loss of £517k (before tax) caused by registering a bad debt provision for the unsecured debt of Wilko Limited.

Thankfully, TS (UK) Limited had a very strongcash position and despite the loss of Wilko Limited, the impact to cash flow was minimal. Nonetheless, management focused on protecting cash flow by concentrating on the production-cost effectiveness and through strategic cost management. With the support from directors, our commercial team has been working extremely hard on increasing sales volume.

The Tontarelli- TS group maintained its focus to provide custom made products based on its vast and solid experience. The group launched with success product novelties and met the market requirements, always granting superior quality and performance.

In 2023, we invested into other markets, non- retailers, to diversify our portfolio.

Within the year, TS (UK) Limited continued to invest in new machinery with the scope to optimise our manufacturing process, focussing on the work environment and to provide a proactive customer service, to be a reliable employer to our staff and business partner to our customers.

TS (UK) Ltd developed a new access system, which involved an extension on the car park and a new installation of the fence, gate and a new CCTV system that surrounds the grounds of Unit 107. This complex modern project is linked with the group IT system for high level of security.

TS (UK) Limited has been actively working on innovations to become a more sustainable business, focusing on strict energy management and regularly reviewing its carbon and plastic footprint.

The directors are confident to recover sales volumes in the coming year 2024. TS (UK) Ltd continues to work closely with its customers and focuses on any new market opportunities. The communication is key to the way we operate.


TS (UK) Limited (Registered number: 03630810)

Strategic Report
for the Year Ended 31 December 2023

PRINCIPAL RISKS AND UNCERTAINTIES
The business' activities expose it primarily to the financial risks of changes in foreign currency exchange rates.

The business' principal financial instruments comprise bank balances, bank overdrafts, trade debtors, trade creditors and loans to the business. The main purpose of these instruments is to finance the business' operations.

In respect of bank balances, the liquidity risk is managed by maintaining a balance between the continuity of funding and flexibility through the use of overdrafts at floating rates of interest. All of the business' cash balances are held in such a way that achieves a competitive rate of interest. The business makes use of money market facilities where funds are available.

Trade debtors are managed in respect of credit and cash flow risk by policies concerning the credit offered to customers and the regular monitoring of amounts outstanding for both time and credit limits. The amounts presented in the balance sheet are net of allowances for doubtful debtors.
Trade creditors' liquidity risk is managed by ensuring sufficient funds are available to meet amounts due. Loans comprise loans from financial institutions. The interest rates and monthly repayments are fixed. The business manages the liquidity risk by ensuring that there are sufficient funds to meet the payments.

KEY PERFORMANCE INDICATORS
Key performance indicators are used to measure and evaluate company performance against targets and monitor various activities throughout the company. The main key performance indicators employed in the company are:

2023 2022 2021
Turnover levels £28,724,272 £27,673,866 £30,118,839
Gross Profit/(loss) levels £18,034,714 £15,078,125 £15,264,799
Net Profit/(loss) before tax
levels

(£517,638)

£1,041,242

£1,265,244
Shareholder's fund £13,430,389 £13,982,080 £13,282,065

The board monitor these on a monthly basis against internally produced budgets.

ON BEHALF OF THE BOARD:





A M Germano - Director


25 April 2024

TS (UK) Limited (Registered number: 03630810)

Report of the Directors
for the Year Ended 31 December 2023

The directors present their report with the financial statements of the company for the year ended 31 December 2023.

DIVIDENDS
No dividends will be distributed for the year ended 31 December 2023.

FUTURE DEVELOPMENTS
The directors remain optimistic for the future, order book activities are reviewed to ensure that future planned performance will continue. The directors aim to maintain strategy to continue to improve performance and drive the business through targeted growth opportunities.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 January 2023 to the date of this report.

S Tontarelli
C Tontarelli
D Castronuovo
A M Germano
L J Finn

REVIEW OF BUSINESS
There was a increase in sales revenue in the year 2023 as compared to the prior year, 2022 (i.e. £28.72
million in 2023) (£27.67 million in 2022). Also, there is a decline in cost of sales i.e. £10.69 million in 2023
(£12.60 million in 2022) In 2023 the whole Tontarelli- (TS) group very much focused on strategic purchasing
to limit the impact of volatile raw material prices. Targeted acquisitions played key role in the business to
remain competitive in the market and to maintain its commitment of the highest level of customer service.

TS (UK) Limited has been actively working on innovations to become a more sustainable business, regularly
reviewing its plastic footprint, ensuring compliance with industry standards.

In 2024 TS (UK) Ltd will continue to focus on the complex needs of the market.

DISCLOSURE IN THE STRATEGIC REPORT
The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 to be contained in the directors' report. It has done so in respect of financial instruments.

DIRECTORS' RESPONSIBILITIES STATEMENT
The directors are responsible for preparing the 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 of the profit or loss of the company 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.


TS (UK) Limited (Registered number: 03630810)

Report of the Directors
for the Year Ended 31 December 2023

DIRECTORS' RESPONSIBILITIES STATEMENT - continued
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

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 company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS
The auditors, SKS Audit LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





A M Germano - Director


25 April 2024

Report of the Independent Auditors to the Members of
TS (UK) Limited

Opinion
We have audited the financial statements of TS (UK) Limited (the 'company') for the year ended 31 December 2023 which comprise the Profit & Loss Account, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, 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 company's affairs as at 31 December 2023 and of its 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 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 directors are responsible for the other information. The other information comprises the information in the 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 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 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
TS (UK) Limited


Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the 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, 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 pages four and five, 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 company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Report of the Independent Auditors to the Members of
TS (UK) Limited


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.

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:

Discussions were held with, and enquiries made of, management and those charged with governance with a view to identifying those laws and regulations that could be expected to have a material impact on the financial statements. During the engagement team briefing, the outcomes of these discussions and enquiries were shared with the team, as well as consideration as to where and how fraud may occur in the entity.

The following laws and regulations were identified as being of significance to the entity:

- Those laws and regulations considered to have a direct effect on the financial statements include UK financial reporting standards, Company Law, Tax and Pensions legislation, and distributable profits legislation.
- It is considered that there are no laws and regulations for which non-compliance may be fundamental to the operating aspects of the business.

Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised of: inquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; enquiries with the same concerning any actual or potential litigation or claims; inspection of relevant legal correspondence; review of board minutes; testing the appropriateness of entries in the nominal ledger, including journal entries; reviewing transactions around the end of the reporting period; and the performance of analytical procedures to identify unexpected movements in account balances which may be indicative of fraud.

No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity's controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).

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
TS (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.




Moganarden Pillay Chelvanaigum FCCA (Senior Statutory Auditor)
for and on behalf of SKS Audit LLP
3 Sheen Road
Richmond Upon Thames
TW9 1AD

14 May 2024

TS (UK) Limited (Registered number: 03630810)

Profit & Loss Account
for the Year Ended 31 December 2023

2023 2022
Notes £    £   

TURNOVER 5 28,724,272 27,673,866

Cost of sales (10,689,558 ) (12,595,741 )
GROSS PROFIT 18,034,714 15,078,125

Distribution costs (4,067,846 ) (3,585,042 )
Administrative expenses (14,539,852 ) (10,442,753 )
OPERATING (LOSS)/PROFIT 8 (572,984 ) 1,050,330

Interest receivable and similar income 64,359 3,699
(508,625 ) 1,054,029

Interest payable and similar expenses 10 (9,013 ) (12,787 )
(LOSS)/PROFIT BEFORE TAXATION (517,638 ) 1,041,242

Tax on (loss)/profit 11 (34,053 ) (341,227 )
(LOSS)/PROFIT FOR THE FINANCIAL YEAR (551,691 ) 700,015

TS (UK) Limited (Registered number: 03630810)

Other Comprehensive Income
for the Year Ended 31 December 2023

2023 2022
Notes £    £   

(LOSS)/PROFIT FOR THE YEAR (551,691 ) 700,015


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME FOR
THE YEAR

(551,691

)

700,015

TS (UK) Limited (Registered number: 03630810)

Balance Sheet
31 December 2023

2023 2022
Notes £    £   
FIXED ASSETS
Tangible assets 12 4,405,852 3,724,652

CURRENT ASSETS
Stocks 13 3,105,653 3,432,894
Debtors 14 9,804,077 10,479,408
Cash at bank and in hand 1,659,346 2,498,581
14,569,076 16,410,883
CREDITORS
Amounts falling due within one year 15 (4,545,021 ) (5,165,119 )
NET CURRENT ASSETS 10,024,055 11,245,764
TOTAL ASSETS LESS CURRENT
LIABILITIES

14,429,907

14,970,416

CREDITORS
Amounts falling due after more than one year 16 (124,355 ) (307,998 )

PROVISIONS FOR LIABILITIES 19 (875,163 ) (680,338 )
NET ASSETS 13,430,389 13,982,080

CAPITAL AND RESERVES
Called up share capital 20 40,000 40,000
Retained earnings 21 13,390,389 13,942,080
SHAREHOLDERS' FUNDS 13,430,389 13,982,080

The financial statements were approved by the Board of Directors and authorised for issue on 25 April 2024 and were signed on its behalf by:




S Tontarelli - Director



A M Germano - Director


TS (UK) Limited (Registered number: 03630810)

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 40,000 13,242,065 13,282,065

Changes in equity
Profit for the year - 700,015 700,015
Total comprehensive income - 700,015 700,015
Balance at 31 December 2022 40,000 13,942,080 13,982,080

Changes in equity
Deficit for the year - (551,691 ) (551,691 )
Total comprehensive income - (551,691 ) (551,691 )
Balance at 31 December 2023 40,000 13,390,389 13,430,389

TS (UK) Limited (Registered number: 03630810)

Cash Flow Statement
for the Year Ended 31 December 2023

2023 2022
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 968,210 1,013,472
Interest paid (9,013 ) (12,787 )
Tax receipts/(payments) (303,013 ) 248,265
Net cash from operating activities 656,184 1,248,950

Cash flows from investing activities
Purchase of tangible fixed assets (1,376,134 ) (627,172 )
Interest received 64,359 3,699
Net cash from investing activities (1,311,775 ) (623,473 )

Cash flows from financing activities
Loan repayments in year (183,644 ) (142,393 )
Net cash from financing activities (183,644 ) (142,393 )

(Decrease)/increase in cash and cash equivalents (839,235 ) 483,084
Cash and cash equivalents at beginning of
year

2

2,498,581

2,015,497

Cash and cash equivalents at end of year 2 1,659,346 2,498,581

TS (UK) Limited (Registered number: 03630810)

Notes to the Cash Flow Statement
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 (517,638 ) 1,041,242
Depreciation charges 694,935 751,589
Finance costs 9,013 12,787
Finance income (64,359 ) (3,699 )
121,951 1,801,919
Decrease in stocks 327,241 776,555
Decrease/(increase) in trade and other debtors 1,098,542 (450,332 )
Decrease in trade and other creditors (579,524 ) (1,114,670 )
Cash generated from operations 968,210 1,013,472

2. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2023
31.12.23 1.1.23
£    £   
Cash and cash equivalents 1,659,346 2,498,581
Year ended 31 December 2022
31.12.22 1.1.22
£    £   
Cash and cash equivalents 2,498,581 2,015,497


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 2,498,581 (839,235 ) 1,659,346
2,498,581 (839,235 ) 1,659,346
Debt
Debts falling due within 1 year (179,808 ) - (179,808 )
Debts falling due after 1 year (307,998 ) 183,643 (124,355 )
(487,806 ) 183,643 (304,163 )
Total 2,010,775 (655,592 ) 1,355,183

TS (UK) Limited (Registered number: 03630810)

Notes to the Financial Statements
for the Year Ended 31 December 2023

1. STATUTORY INFORMATION

TS (UK) Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2. STATEMENT OF COMPLIANCE

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006.

3. ACCOUNTING POLICIES

BASIS OF PREPARING THE FINANCIAL STATEMENTS
The financial statements have been prepared under the historical cost convention.

REVENUE RECOGNITION
Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company's activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts.

The company recognises revenue when:
The amount of revenue can be reliably measured;
it is probable that future economic benefits will flow to the entity;
and specific criteria have been met for each of the company's activities.

TANGIBLE FIXED ASSETS
Tangible assets are stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation
Depreciation is charged so as to write off the cost of assets over their estimated useful lives, as follows:

Asset classDepreciation method and rate
Leasehold property improvements over the length of the lease
Plant and Machinery 10 - 33% on cost
Fixtures and Fittings 10 - 33% on cost
Motor Vehicles 20% on cost
Computer Equipment 20% - 33% on cost

STOCKS
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first-in, first-out (FIFO) method.

The cost of finished goods and work in progress comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. At each reporting date, stocks are assessed for impairment. lf stocks are impaired, the carrying amount is reduced to its selling price less costs to complete and sell; the impairment loss is recognised immediately in profit or loss.


TS (UK) Limited (Registered number: 03630810)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

3. ACCOUNTING POLICIES - continued
TAXATION
Taxation for the year comprises current and deferred tax. Tax is recognised in the Profit & Loss Account, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

DEFERRED TAX
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

FOREIGN CURRENCY TRANSACTION & BALANCES
Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing on the initial transaction dates.

Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

LEASES
Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

CASH AND CASH EQUIVALENTS
Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

TRADE DEBTORS
Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.

GOVERNMENT GRANTS
Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the company will comply with conditions attaching to them and the grants will be received using the accrual model.

TS (UK) Limited (Registered number: 03630810)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

3. ACCOUNTING POLICIES - continued

TRADE CREDITORS
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. lf there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and subsequently measured at
amortised cost using the effective interest method.

BORROWINGS
lnterest-bearing borrowings are initially recorded at fair value, net of transaction costs. lnterest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the Profit and Loss Account over the period of the relevant borrowing.

lnterest expense is recognised on the basis of the effective interest method and is included in interest
payable and similar charges.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

PROVISION FOR LIABILITIES
Provisions are made where an event has taken place that gives the Company a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.

Provisions are charged as an expense to the Statement of income and Other Comprehensive Income in the year that the Company becomes aware of the obligation, and are measured at the best estimate at the Balance sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.

When payments are eventually made, they are charged to the provision carried in the Balance sheet.

SHARE CAPITAL
Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. lf payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

DEFINED CONTRIBUTION PENSION OBLIGATION
A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. lf contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

TS (UK) Limited (Registered number: 03630810)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

4. CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the company's accounting policies, which are described in note 2, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

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

5. TURNOVER

The analysis of the company's revenue for the year from continuing operations is as follows:


20232022
££

UK Sales 28,234,648 27,286,919
EU Sales 489,624 386,947
Total 28,724,272 27,673,866

The turnover is derived from the principal activity of the business.

6. EMPLOYEES AND DIRECTORS
2023 2022
£    £   
Wages and salaries 4,160,476 3,741,418
Social security costs 324,350 356,797
4,484,826 4,098,215

The average number of employees during the year was as follows:
2023 2022

Production 114 104
Administration and Management 22 17
Warehouse & Logistics 26 24
162 145

TS (UK) Limited (Registered number: 03630810)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

7. DIRECTORS' EMOLUMENTS

2023 2022
£ £
Directors' remuneration 128,745 118,156

The number of directors to whom retirement benefits were accruing was as follows:

Defined contribution scheme 2 2

8. OPERATING (LOSS)/PROFIT

The operating loss (2022 - operating profit) is stated after charging:

2023 2022
£    £   
Hire of plant and machinery 1,004,958 914,361
Other operating leases 43,565 32,409
Depreciation - owned assets 694,934 751,590

9. AUDITORS' REMUNERATION
2023 2022
£    £   
Fees payable to the company's auditors for the audit of the company's
financial statements

15,000

14,000

10. INTEREST PAYABLE AND SIMILAR EXPENSES
2023 2022
£    £   
Bank loan interest 9,013 12,787

11. 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 (160,772 ) 160,772
Over/ Under provision of tax - (783 )
Total current tax (160,772 ) 159,989

Deferred tax adjustment 194,825 181,238
Tax on (loss)/profit 34,053 341,227

TS (UK) Limited (Registered number: 03630810)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

11. TAXATION - continued

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 (517,638 ) 1,041,242
(Loss)/profit multiplied by the standard rate of corporation tax in the UK of
0% (2022 - 19%)

-

197,836

Effects of:
Utilisation of tax losses (160,772 ) -
Adjustments to tax charge in respect of previous periods - (783 )
Deferred tax adjustment 194,825 181,238
Tax increase from effect of capital allowances & depreciation - (37,064 )
Total tax charge 34,053 341,227

12. TANGIBLE FIXED ASSETS
Leasehold Fixtures
Property Plant and and
Improvement machinery fittings
£    £    £   
COST
At 1 January 2023 1,058,688 10,592,332 306,875
Additions 148,403 1,070,506 127,932
Disposals (134,122 ) (25,356 ) (4,660 )
At 31 December 2023 1,072,969 11,637,482 430,147
DEPRECIATION
At 1 January 2023 955,337 7,263,877 107,846
Charge for year 21,152 599,683 50,159
Eliminated on disposal (134,122 ) (25,356 ) (4,660 )
At 31 December 2023 842,367 7,838,204 153,345
NET BOOK VALUE
At 31 December 2023 230,602 3,799,278 276,802
At 31 December 2022 103,351 3,328,455 199,029

TS (UK) Limited (Registered number: 03630810)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

12. TANGIBLE FIXED ASSETS - continued

Motor Computer
vehicles equipment Totals
£    £    £   
COST
At 1 January 2023 15,880 276,204 12,249,979
Additions - 29,293 1,376,134
Disposals - (10,724 ) (174,862 )
At 31 December 2023 15,880 294,773 13,451,251
DEPRECIATION
At 1 January 2023 15,880 182,387 8,525,327
Charge for year - 23,940 694,934
Eliminated on disposal - (10,724 ) (174,862 )
At 31 December 2023 15,880 195,603 9,045,399
NET BOOK VALUE
At 31 December 2023 - 99,170 4,405,852
At 31 December 2022 - 93,817 3,724,652

13. STOCKS
2023 2022
£    £   
Raw materials 700,508 529,203
Goods in Transit 157,557 157,549
Finished goods 2,247,588 2,746,142
3,105,653 3,432,894

14. DEBTORS
2023 2022
£    £   
Amounts falling due within one year:
Trade debtors 8,454,699 9,384,081
Other debtors 58,030 79,906
Corporation tax receivable 423,211 -
Prepayments 586,137 733,421
9,522,077 10,197,408

Amounts falling due after more than one year:
Other debtors 282,000 282,000

Aggregate amounts 9,804,077 10,479,408

TS (UK) Limited (Registered number: 03630810)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

15. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Bank loans and overdrafts (see note 17) 179,808 179,808
Trade creditors 2,668,114 3,078,987
Corporation tax - 40,574
Social security and other tax 101,870 119,339
VAT 182,652 239,067
Other creditors - 3,896
Accrued expenses 1,412,577 1,503,448
4,545,021 5,165,119

16. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR
2023 2022
£    £   
Bank loans (see note 17) 124,355 307,998

17. LOANS

An analysis of the maturity of loans is given below:

2023 2022
£    £   
Amounts falling due within one year or on demand:
Bank loans 179,808 179,808

Amounts falling due between one and two years:
Bank loans - 1-2 years 124,355 179,808

Amounts falling due between two and five years:
Bank loans - 2-5 years - 128,190

Bank borrowings have been guaranteed by TS Srl.

18. LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:
2023 2022
£    £   
Within one year 998,333 960,743
Between one and five years 5,504,550 5,328,633
In more than five years 2,683,391 3,857,642
9,186,274 10,147,018

TS (UK) Limited (Registered number: 03630810)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

19. PROVISIONS FOR LIABILITIES
2023 2022
£    £   
Deferred tax
Deferred tax 680,338 499,100
Deferred Tax charged to P&L 194,825 181,238
875,163 680,338

Deferred
tax
£   
Balance at 1 January 2023 680,338
Provided during year 194,825
Balance at 31 December 2023 875,163

20. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2023 2022
value: £    £   
40,000 Ordinary Shares 1 40,000 40,000

21. RESERVES
Retained
earnings
£   

At 1 January 2023 13,942,080
Deficit for the year (551,691 )
At 31 December 2023 13,390,389

22. PENSION COMMITMENTS

The company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension costs charge represents contributions payable by the company to the fund and amounted to £81,478 (2022 - £80,521) .

Contributions totalling £16,287 (2022 - £13,062) were payable to fund at the balance sheet date and are included in creditors.

23. CAPITAL COMMITMENTS
2023 2022
£    £   
Contracted but not provided for in the
financial statements 102,797 -

TS (UK) Limited (Registered number: 03630810)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

24. RELATED PARTY DISCLOSURES

Summary of transactions with other related parties
During the year the company made the following related party transactions:

Tontarelli Spa
(Owns 45% of the share capital of TS (UK) Limited)
During the year, the company entered into transactions which comprised of purchases, machinery leasing, management fees and interest to a value of £2,281,752 (2022 - £1,836,306) and made sales of £100,909 (2022- £88,636). At the balance sheet date the amount due to Tontarelli Spa was £61,945 (2022 - £95,633).

TS Srl
(Owns 45% of the share capital of TS (UK) Limited)
During the year, the company entered into transactions which comprised of purchases and Machinery leasing to a value of £1,238,108 (2022 - £637,119) and made sales of £Nil (2022 - £3,968). At the balance sheet date the amount due to TS Srl was £41,163 (2022 - £62,383).

The Intesa Sanpaolo bank has entered into an arrangement with the company whereby TS Srl is a guarantor and has given guarantee to Intesa Sanpaolo for short term loans, creditline and overdraft account facility taken up by TS (UK) Limited to an amount of £1.5 million.

Tontarelli Luxembourg S.A.
(A company under the control of Mr. S. Tontarelli)
During the year, the company entered into transactions which comprised of sales to the value of £416,290 (2022 - £324,111) and purchases of £432,514 (2022 - £345,599). At the balance sheet date the amount due to Tontarelli Luxembourg S.A. was £72,889 (2022 - £57,488).

25. ULTIMATE CONTROLLING PARTY

The company is owned by the Tontarelli Spa, TS Srl and Lada Srl which between them control 100% of share capital of TS (UK) Limited.