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Techdow Pharma England Limited

Registered number: 10513412
Annual Report
For the year ended 31 December 2023

 
TECHDOW PHARMA ENGLAND LIMITED
 
 
COMPANY INFORMATION


Directors
J Chen 
P George 




Registered number
10513412



Registered office
Surrey Technology Centre
Surrey Research Park

40 Occam Road

Guildford

England

GU2 7YG




Independent auditor
Forvis Mazars
Chartered Accountants & Statutory Auditor

Mayoralty House

Flood Street

Galway

H91 P8PR




Solicitors
Bristows LLP
100 Victoria Embankment

London

EC4Y 9DH





 
TECHDOW PHARMA ENGLAND LIMITED
 

CONTENTS



Page
Strategic Report
 
1 - 4
Directors' Report
 
5 - 6
Independent Auditor's Report
 
7 - 10
Statement of Comprehensive Income
 
11
Statement of Financial Position
 
12
Statement of Changes in Equity
 
13
Statement of Cash Flows
 
14
Analysis of Net Debt
 
15
Notes to the Financial Statements
 
16 - 26


 
TECHDOW PHARMA ENGLAND LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

Introduction
 
The directors present their Strategic Report for Techdow Pharma England Limited ("the company") for the year ended 31 December 2023.

Principal activity
 
The principal activity of the company is the sale of pharmaceutical goods.

Financial key performance indicators
 
   Turnover      Gross profit
2023
     £49,912,155   £18,421,324
2022    £42,844,591   £13,245,092

Results and dividends
 
The profit for the year, after taxation, amounted to £5,605,796 (2022: profit of £5,439,048).
The directors do not recommend payment of a final dividend (2022: £nil).

Strategic statement

Based in the United Kingdom, Techdow Pharma is a Low-Molecular-Weight Heparin (LMWH) supplier to both the NHS and its patients. It has an integrated supply chain which prides itself on ensuring the ongoing supply of Inhixa Enoxaparin Sodium with its proven therapeutic value to patients with DVT, PE and prophylaxis of VTE.
Priorities of the company
1. To be a reliable supplier to the DHSC and its patients.
2. Sustainable key financial metrics: long-term revenue growth while ensuring increased profitability to    support market stability.
3. Foster Our Culture: promote the success of our people through retaining and training. 
4. To further strengthen our compliance and controls to mitigate any risks with cybersecurity
5. Further strengthen its commitment to net zero policies.
Principal risks and uncertainties
The company's approach to risk is to continue to identify, assess, mitigate, and review. This process has served and will continue to serve the company well in 2024. In 2023, the directors identified a few risk factors that are important to the effective implementation of the company's strategy. As such, the focus in 2024 will be on taking the necessary actions to ensure these are progressed in furtherance of the company's vision and mission.

- 1 -

 
TECHDOW PHARMA ENGLAND LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Future developments
 
The company has demonstrated year-on-year revenue growth, underpinned by a strong, highly experienced management team with complementary skill sets. The directors will continue to embody their corporate values and entrepreneurial spirit.
The company continues to focus on strengthening our quality management, supply chain, and production process to ensure a high standard of product quality and delivery and support the national centralised drug procurement policy. This will provide the NHS with confidence in our reliability in supplying medicines for its patients.
The company invests heavily in its digital management platforms, with compliance and controls to provide a more substantial basis for decision-making and protect assets; we will continue to support these platforms to enhance and improve our efficiency and security
The company has a highly capable and scalable business with a growing, engaged and committed team, who, with ongoing investment (training and development), support the company's critical functions and work systems.
Commitment to net zero policies 
The company continues strengthening its commitment to net zero policies, which will increase operational efficiency and reduce waste. We have undertaken a detailed mapping of working methods and work with stakeholders to develop internal policies to reduce the company footprint and support the DHSC.
A full report has been prepared by the Quality Leadership Team of Techdow Pharma England, a cross-functional group at the senior management and steering level, collectively with expertise in governance, operations, finance, regulatory affairs, quality assurance, commercial and supply chain. 
We disclose to public bodies and our wider corporation our progression and approach towards net zero. The carbon reduction plan for 2023 and our NHS evergreen submissions reports are publicly available as are the calculation of total emissions from 1 January 2022 to 31 December 2022.
Regulatory compliance
The company is committed to its regulatory compliance, risk management, and quality systems. This commitment, coupled with the wealth of experience and resources demonstrated by the service levels offered, provides the company with a robust and competitive presence in the marketplace, ensuring continued growth and increased profitability. 
We continue to focus on the robust supply and availability of our products across the United Kingdom, and further develop and work with authorities to ensure that our products continue to meet all standards 
The Quality Leadership Team also has board representation to ensure participation at the highest level of governance within the United Kingdom. 
 
- 2 -

 
TECHDOW PHARMA ENGLAND LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Economic impact of global events

UK businesses are facing many uncertainties and challenges caused by political, economic, social, technological, legal and environmental factors. These uncertainties have contributed to an environment where there exists a range of issues and risks, including inflation, rising interest rates, labour shortages, disrupted supply chains and new ways of working.
The directors have carried out an assessment of the potential impact of these uncertainties on the business, including the impact of mitigation measures, and concluded that the greatest impact on the business is expected to be from the economic ripple effect on the global economy. The directors have taken account of these potential impacts in their going concern assessment.
The company continues to work with its partners to minimise any impacts of these events and maximise the realisation of any opportunities they may provide to the business.

Going concern

The financial statements are prepared on a going concern basis. The company remains assured of the financial support provided by Shenzhen Hepalink Pharmaceutical Group Co., Ltd., the ultimate controlling party. The directors have received confirmation that Shenzhen Hepalink Pharmaceutical Group Co., Ltd. will continue to support the company and provide it with adequate funds when necessary to enable it to meet its debts as they fall due in the foreseeable future. On this basis, the directors consider it appropriate to prepare the financial statements on a going concern basis.

Post balance sheet events

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

Directors' statement of compliance with duty to promote the success of the company
 
I, Paula George, as a director of Techdow Pharma England Limited, hereby acknowledge and affirm my statutory duties as outlined in the Companies Act. In accordance with my duty to promote the success of the company, I confirm that:

I have acted in good faith to promote the company's success for the benefit of its members as a whole.
I have exercised independent judgment in decision-making processes without undue influence from third parties.
I have exercised reasonable care, skill, and diligence in my duties, consistent with the knowledge, skills, and experience expected of a director in my position.
I have considered the likely long-term consequences of decisions, the interests of employees, and the need to foster the company’s business relationships with suppliers, customers, and others.
I have ensured that my personal interests do not conflict with the interests of the company, and where any potential conflict has arisen, I have disclosed it to the board in a timely manner.
I have not accepted any benefits from third parties that might lead to a conflict of interest.

- 3 -

 
TECHDOW PHARMA ENGLAND LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023


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



................................................
P George
Director

Date: 24 September 2024

- 4 -

 
TECHDOW PHARMA ENGLAND LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

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

Directors

The directors who served during the year and to the date of this report were:

W Shi (resigned 23 August 2023)
P George (appointed 1 March 2023)
J Chen (appointed 1 May 2024)
 
Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the 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 for the company's financial statements and then apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

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 transactions and disclose with reasonable accuracy at any time the financial position of the company and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Qualifying third party indemnity provisions

The company has made qualifying third party indemnity provisions for the benefit of its directors which were made during the year and remain in force at the date of this report. No claim or notice of claim in respect of these indemnities has been received in the year.

Greenhouse gas emissions, energy consumption and energy efficiency action

The company has not disclosed information in respect of greenhouse gas emissions, energy consumption and energy efficiency action as its energy consumption in the United Kingdom for the year is 40,000kWh or lower.

- 5 -

 
TECHDOW PHARMA ENGLAND LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Matters covered in the Strategic Report

The company has chosen in accordance with Companies Act 2006, s414C(11) to set out in the company's Strategic Report information required by Schedule 7 to the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008. Certain matters, including future developments, which are required to be disclosed in the Director's Report have been omitted as they are included in the Strategic Report.

Disclosure of information to the auditor

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

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

Auditor

The auditor, Forvis Mazarswill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

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




................................................
P George
Director

Date: 24 September 2024

- 6 -

 
TECHDOW PHARMA ENGLAND LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF TECHDOW PHARMA ENGLAND LIMITED
 

Opinion

We have audited the financial statements of Techdow Pharma England Limited (the ‘company’) for the year ended 31 December 2023 which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Cash Flows, the Statement of Changes in Equity and notes to the financial statements, including a summary of significant accounting policies. 
The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (United Kingdom Generally Accepted Accounting Practice).

In our opinion, the financial statements:

give a true and fair view of the state of the company’s affairs as at 31 December 2023 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
- 7 -

 
TECHDOW PHARMA ENGLAND LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF TECHDOW PHARMA ENGLAND LIMITED
 

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:
 
the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.

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

adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.

- 8 -

 
TECHDOW PHARMA ENGLAND LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF TECHDOW PHARMA ENGLAND LIMITED
 

Responsibilities of Directors for the financial statements

As explained more fully in the directors' responsibilities statement set out on page 4, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors intend either to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditor’s Report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud.
Based on our understanding of the Company and its industry, we considered that non-compliance with the following laws and regulations might have a material effect on the financial statements: employment regulation, health and safety regulation, anti-money laundering regulation.
To help us identify instances of non-compliance with these laws and regulations, and in identifying and assessing
the risks of material misstatement in respect to non-compliance, our procedures included, but were not limited
to:
 
Inquiring of management and, where appropriate, those charged with governance, as to whether the company is in compliance with laws and regulations, and discussing their policies and procedures regarding compliance with laws and regulations;
Inspecting correspondence, if any, with relevant licensing or regulatory authorities;
Communicating identified laws and regulations to the engagement team and remaining alert to any indications of non-compliance throughout our audit; and
Considering the risk of acts by the company which were contrary to applicable laws and regulations,
including fraud.

We also considered those laws and regulations that have a direct effect on the preparation of the financial statements, such as tax legislation, pension legislation, the Companies Act 2006.
In addition, we evaluated the Directors' and management’s incentives and opportunities for fraudulent manipulation of the financial statements, including the risk of override of controls, and determined that the principal risks were related to posting manual journal entries to manipulate financial performance, management bias through judgements and assumptions in significant accounting estimates, in particular in relation to revenue recognition (which we pinpointed to the cut-off assertion) and significant one-off or unusual transactions.
 
- 9 -

 
TECHDOW PHARMA ENGLAND LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF TECHDOW PHARMA ENGLAND LIMITED
 

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

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

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

Use of the audit report

This report is made solely to the company's members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body for our audit work, for this report, or for the opinions we have formed.



................................................
Austin Sammon (Senior statutory auditor)  
For and on behalf of Forvis Mazars
Chartered Accountants and Statutory Auditor 
Mayoralty House
Flood Street
Galway
H91 P8PR

24 September 2024
- 10 -

 
TECHDOW PHARMA ENGLAND LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
Note
£
£

  

Turnover
 4 
49,912,155
42,844,591

Cost of sales
  
(31,490,831)
(29,599,499)

Gross profit
  
18,421,324
13,245,092

Administrative expenses
  
(13,704,774)
(7,711,161)

Operating profit
 5 
4,716,550
5,533,931

Interest payable and similar expenses
 8 
(58,459)
(48,850)

Profit before tax
  
4,658,091
5,485,081

Tax on profit
 9 
947,705
(46,033)

Profit for the financial year
  
5,605,796
5,439,048

Other comprehensive income
  
-
-

Total comprehensive income for the year
  
5,605,796
5,439,048

The Statement of Comprehensive Income has been prepared on the basis that all operations are continuing operations.

The notes on pages 16 to 26 form part of these financial statements.

- 11 -

 
TECHDOW PHARMA ENGLAND LIMITED
REGISTERED NUMBER: 10513412

STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

  

Current assets
  

Stocks
 10 
9,901,705
17,169,104

Debtors: amounts falling due within one year
 11 
11,532,331
9,958,027

Cash at bank and in hand
 12 
13,885,969
10,272,487

  
35,320,005
37,399,618

Creditors: amounts falling due within one year
 13 
(38,010,857)
(45,696,266)

Net current liabilities
  
 
 
(2,690,852)
 
 
(8,296,648)

Total assets less current liabilities
  
(2,690,852)
(8,296,648)

  

Net liabilities
  
(2,690,852)
(8,296,648)


Capital and reserves
  

Called up share capital 
 15 
845
845

Profit and loss account
 16 
(2,691,697)
(8,297,493)

Total equity
  
(2,690,852)
(8,296,648)


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



................................................
P George
Director

Date: 24 September 2024

The notes on pages 16 to 26 form part of these financial statements.

- 12 -

 
TECHDOW PHARMA ENGLAND LIMITED
 

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


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 January 2022
845
(13,736,541)
(13,735,696)


Comprehensive income for the year

Profit for the year
-
5,439,048
5,439,048


Other comprehensive income for the year
-
-
-


Total comprehensive income for the year
-
5,439,048
5,439,048



At 1 January 2023
845
(8,297,493)
(8,296,648)


Comprehensive income for the year

Profit for the year
-
5,605,796
5,605,796


Other comprehensive income for the year
-
-
-


Total comprehensive income for the year
-
5,605,796
5,605,796


At 31 December 2023
845
(2,691,697)
(2,690,852)


The notes on pages 16 to 26 form part of these financial statements.

- 13 -

 
TECHDOW PHARMA ENGLAND LIMITED
 

STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
£
£

Cash flows from operating activities

Profit for the financial year
5,605,796
5,439,048

Adjustments for:

Interest payable and similar expenses
58,459
48,850

Taxation charge
-
46,033

Decrease/(increase) in stocks
7,267,399
(6,678,020)

(Increase)/decrease in debtors
(626,599)
1,499,643

(Decrease)/increase in creditors
(7,685,409)
734,940

Corporation tax paid
(947,705)
-

Net cash generated from operating activities

3,671,941
1,090,494

Cash flows from financing activities

Interest paid
(58,459)
(48,850)

Net cash used in financing activities
(58,459)
(48,850)

Net increase in cash and cash equivalents
3,613,482
1,041,644

Cash and cash equivalents at beginning of year
10,272,487
9,230,843

Cash and cash equivalents at the end of year
13,885,969
10,272,487


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
13,885,969
10,272,487


The notes on pages 16 to 26 form part of these financial statements.

- 14 -

 
TECHDOW PHARMA ENGLAND LIMITED
 

ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2023




At 1 January 2023
Cash flows
At 31 December 2023
£

£

£

Cash at bank and in hand

10,272,487

3,613,482

13,885,969


The notes on pages 16 to 26 form part of these financial statements.

- 15 -

 
TECHDOW PHARMA ENGLAND LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

Techdow Pharma England Limited is a private company limited by shares and incorporated in England and Wales. The company's registration number is 10513412. The address of its registered office is Surrey Technology Centre, Surrey Research Park, 40 Occam Road, Guildford, England, GU2 7YG.
The principal activity of the company is the sale of pharmaceutical goods.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the company's accounting policies (see note 3).

The financial statements have been prepared in Pound Sterling as this is the currency of the primary economic environment in which the company operates and is rounded to the nearest pound.

The following principal accounting policies have been applied:

 
2.2

Going concern

The financial statements are prepared on a going concern basis. The company remains assured of the financial support provided by Shenzhen Hepalink Pharmaceutical Group Co., Ltd., the ultimate controlling party. The directors have received confirmation that Shenzhen Hepalink Pharmaceutical Group Co., Ltd. will continue to support the company and provide it with adequate funds when necessary to enable it to meet its debts as they fall due in the foreseeable future. On this basis, the directors consider it appropriate to prepare the financial statements on a going concern basis.

- 16 -

 
TECHDOW PHARMA ENGLAND LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.3

Foreign currency translation

Functional and presentation currency

The company's functional and presentation currency is GBP.

Transactions and balances

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

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

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss.

All other foreign exchange gains and losses are presented in the Statement of Comprehensive Income within ‘administrative expenses’.

 
2.4

Turnover

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before turnover is recognised:

Sale of goods

Turnover from the sale of goods is recognised when all of the following conditions are satisfied:
the company has transferred the significant risks and rewards of ownership to the buyer;
the company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of turnover can be measured reliably;
it is probable that the company will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

 
2.5

Interest payable and similar expenses

Interest payable and similar expenses are charged to profit or loss over the term of the debt.

- 17 -

 
TECHDOW PHARMA ENGLAND LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.6

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a weighted average basis. Work in progress and finished goods include labour and attributable overheads.

At each reporting date, stocks are assessed for impairment. If stock is 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.

 
2.7

Debtors

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

 
2.8

Cash and cash equivalents

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

In the Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the company's cash management.

 
2.9

Creditors

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

 
2.10

Pensions

Defined contribution pension plan

The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in other creditors as a liability in the Statement of Financial Position. The assets of the plan are held separately from the company in independently administered funds.

- 18 -

 
TECHDOW PHARMA ENGLAND LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.11

Financial instruments

The company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

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

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

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Impairment of financial assets

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

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

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

Financial liabilities

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

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

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

- 19 -

 
TECHDOW PHARMA ENGLAND LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)


2.11
Financial instruments (continued)

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

Derecognition of financial instruments

Derecognition of financial assets

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

Derecognition of financial liabilities

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

 
2.12

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

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

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

- 20 -

 
TECHDOW PHARMA ENGLAND LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

3.


Judgements in applying accounting policies and key sources of estimation uncertainty

In applying the company's accounting policies, the directors are required to make judgements, estimates and assumptions in determining the carrying amounts of assets and liabilities. The directors' judgements, estimates and assumptions are based on the best and most reliable evidence available at the time when the decisions are made, and are based on historical experience and other factors that are considered to be applicable. Due to the inherent subjectivity involved in making such judgements, estimates and assumptions, the actual results and outcomes may differ.  
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the year in which the estimate is revised, if the revision affects only that year, or in the year of the revision and future years, if the revision affects both current and future years. 
3.1 Critical judgements in applying the company's accounting policies
The directors do not consider there to be any critical judgements made in the process of applying the company’s accounting policies.
3.2 Key sources of estimation uncertainty 
The directors do not consider there to be any key sources of estimation uncertainty. 


4.


Turnover

An analysis of turnover by class of business is as follows:


2023
2022
£
£

Sale of goods
49,912,155
42,844,591


All turnover arose within the United Kingdom.


5.


Operating profit

The operating profit is stated after charging/(crediting):

2023
2022
£
£

Exchange differences
(373,536)
686,656

Bad debt provision movement
(410)
-

- 21 -

 
TECHDOW PHARMA ENGLAND LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

6.


Auditor's remuneration

2023
2022
£
£

Fees payable to the company's auditor for the audit of the company's financial statements
21,850
21,850

Fees payable to the company's auditor in respect of:

Tax compliance services
7,600
3,000

All other services
27,745
25,600


7.


Employees

2023
2022
£
£

Wages and salaries
904,059
925,903

Social security costs
106,963
100,365

Cost of defined contribution scheme
76,763
65,786

1,087,785
1,092,054


The average monthly number of employees, including the directors, during the year was 10 (2022: 8).
During the year, the directors were not paid any remuneration by the company (2022: £nil). Therefore, there was no highest paid director.
During the year, there were no amounts accruing to the directors under money purchase pension schemes (2022: £nil).
Management considers the directors and senior management to be the key management personnel of the company.
During the year, key management personnel were paid remuneration totalling £357,972 (2022: £329,530) and received pension contributions totalling £14,765 (2022: £27,790).


8.


Interest payable and similar expenses

2023
2022
£
£


Interest on intercompany loan
58,459
48,850

- 22 -

 
TECHDOW PHARMA ENGLAND LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

9.


Taxation


2023
2022
£
£

Corporation tax


Current tax on profits for the year
-
46,033

Total current tax
-
46,033

Deferred tax


Origination and reversal of timing differences
(947,705)
-

Total deferred tax
(947,705)
-

Tax on profit
 
(947,705)
 
46,033

Factors affecting tax charge for the year

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

2023
2022
£
£


Profit before tax
4,658,091
5,485,081


Profit before tax multiplied by standard rate of corporation tax in the UK of 23.52% (2022: 19%)
1,095,609
1,042,165

Effects of:


Fixed asset differences
-
(10)

Remeasurement of deferred tax for changes in tax rates
68,929
314,537

Expenses not deductible for tax purposes
220
-

Movement in deferred tax not recognised
(2,112,463)
(1,310,659)

Total tax charge for the year
(947,705)
46,033


Factors that may affect future tax charges

From 1 April 2023, the rate of corporation tax in the United Kingdom has increased from 19% to 25%. Companies with profits of £50,000 or less are continuing to be taxed at 19%, which is a new small profits rate. Where taxable profits are between £50,000 and £250,000, the higher 25% rate will apply but with a marginal relief applying as profits increase. Deferred tax recognised during the year has been calculated at 25%.

- 23 -

 
TECHDOW PHARMA ENGLAND LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

10.


Stocks

2023
2022
£
£

Finished goods and goods for resale
9,901,705
17,169,104


Stocks are stated at net of a provision of £2,716,479 (2022: £1,176,483).


11.


Debtors

2023
2022
£
£


Trade debtors
8,627,067
8,059,004

Amounts owed by group undertakings
1,849,514
1,849,514

Other debtors
9,458
3,496

Prepayments
98,587
46,013

Deferred taxation
947,705
-

11,532,331
9,958,027


The amounts owed by group undertakings are unsecured, interest free and payable on demand. 


12.


Cash at bank and in hand

2023
2022
£
£

Cash at bank and in hand
13,885,969
10,272,487


- 24 -

 
TECHDOW PHARMA ENGLAND LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

13.


Creditors: amounts falling due within one year

2023
2022
£
£

Trade creditors
36,847
77,441

Amounts owed to group undertakings
26,368,425
36,607,501

Corporation tax
46,033
46,033

Other taxation and social security
2,048,800
1,554,044

Accruals
9,510,752
7,411,247

38,010,857
45,696,266


The amounts owed to group undertakings are unsecured, interest bearing at 2.014% and repayable on demand.


14.


Deferred taxation




2023


£






At beginning of year
-


Charged to profit or loss
947,705



At end of year
947,705

The deferred tax asset is made up as follows:

2023
2022
£
£


Accelerated capital allowances
947,705
-

947,705
-

- 25 -

 
TECHDOW PHARMA ENGLAND LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

15.


Called up share capital

2023
2022
£
£
Allotted, called up and fully paid



10 (2022: 10) Ordinary shares of £84.50 (2022: £84.50) each
845
845


Each share has attached to full voting, dividend and capital distribution rights.


16.


Reserves

Profit and loss account

This reserve represents the cumulative profits and losses of the company, less dividends paid.


17.


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 cost charge represents contributions payable by the company to the fund and amounted to £76,763 (2022: £65,786). There were no amounts payable to the fund at the year end (2022: £nil).


18.


Related party transactions

The company has taken advantage of the exemption under paragraph 33.1A of Financial Reporting Standard 102 not to disclose transactions, other than any stated below, with other wholly owned members of the group.


19.


Post balance sheet events

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


20.


Controlling party

The company's immediate parent company is TD Pharma B.V. registered in The Netherlands. The registered address is Strawinskylaan 1143, (Toren C-11), 1077XX Amsterdam, The Netherlands. 
The ultimate parent company and ultimate controlling party is Shenzhen Hepalink Pharmaceutical Group Co., Ltd., which prepares consolidated financial statements but which are not publicly available. The registered address is No.19, Gaoxinzhongyi Road, Nanshan District, Shenzhen 518057, P. R. China.

- 26 -