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Registered number: 09339493









QUEST DIAGNOSTICS HOLDINGS LTD.









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
QUEST DIAGNOSTICS HOLDINGS LTD.
 
 
COMPANY INFORMATION


Directors
S Patel 
M Deppe 




Company secretary
Sean Daniel Mersten



Registered number
09339493



Registered office
Keystone Law
1st Floor

48 Chancery Lane

London

WC2A 1JF




Independent auditor's
Rawlinson & Hunter Audit LLP
Chartered Accountants & Statutory Auditor

Eighth Floor

6 New Street Square

New Fetter Lane

London

EC4A 3AQ





 
QUEST DIAGNOSTICS HOLDINGS LTD.
 

CONTENTS



Page
Strategic Report
1
Directors' Report
2 - 3
Independent Auditor's Report
4 - 7
Profit and Loss Account
8
Balance Sheet
9
Statement of Changes in Equity
10
Notes to the Financial Statements
11 - 22


 
QUEST DIAGNOSTICS HOLDINGS LTD.
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

Introduction
 
The directors present the Annual Report (comprising the Strategic Report and the Directors' Report) of Quest Diagnostics Holdings Ltd ("the company") for the year ended 31 December 2023.

Business review
 
The company acts as a holding company for a group of investments, and its income derives from dividends and distributions from the investee companies.
During the year the company received investment income of $Nil 
(2022 - $Nil), and incurred only a nominal level of non-exceptional administrative expenses. Following a review of the investment valuations by the directors, no impairment charge was recognised during the year (2022 - $3,793,903).
No dividends were paid during the year to the parent undertaking (
2022 - $Nil).

Principal risks and uncertainties
 
The principal risks and uncertainties are in respect of the valuation of the investments which are held by the company.
To mitigate the risks, the directors regularly monitor the business activities of the subsidiaries and their trading performance against budget to identify issues in the performance of the subsidiaries and hence potential impairments.
The directors have considered the relevant business and financial risks and the ability of the company to continue in operational existence for the foreseeable future. The Ukraine war and other geopolitical events, increase in inflation and interest rates have created significant operational and financial pressures on the global economy and for companies in general. The directors have considered the impact of the Ukraine war and other geopolitical events,increase in inflation and interest rates on the company and having reviewed updated cashflow forecasts and the plans in place consider the adoption of the going concern basis in preparing these financial statements is appropriate.

Financial key performance indicators
 
Given the straightforward nature of the company's business, the directors are of the opinion that analysis using KPIs is not necessary for an understanding of the development, performance or position of the business.


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



M Deppe
Director

Date: 25 September 2024

Page 1

 
QUEST DIAGNOSTICS HOLDINGS LTD.
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

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

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.

Principal activity

The principal activity of the company during the year was holding investments in subsidiary undertakings.

Results and dividends

The profit for the year, after taxation, amounted to $4,516 (2022 - loss $3,799,946).

During the year dividends of $Nil (2022 - $Nil) were paid.

Directors

The directors who served during the year were:

S Patel 
M Deppe 

Page 2

 
QUEST DIAGNOSTICS HOLDINGS LTD.
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023


Matters covered in the Strategic Report

The director's assessment of the principal risks, uncertainties and financial key performance indicators is set out in the Strategic Report. 

Disclosure of information to 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

Under section 487(2) of the Companies Act 2006, Rawlinson & Hunter Audit LLP will be deemed to have been reappointed as auditor 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier. 

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


M Deppe
Director

Date: 25 September 2024

Page 3

 
QUEST DIAGNOSTICS HOLDINGS LTD.
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF QUEST DIAGNOSTICS HOLDINGS LTD.
 

Opinion


We have audited the financial statements of Quest Diagnostics Holdings Ltd ("the company") for the year ended 31 December 2023, which comprise the Profit and Loss Account, the Balance Sheet, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe 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 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 United Kingdom, including the Financial Reporting Council'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.


Page 4

 
QUEST DIAGNOSTICS HOLDINGS LTD.
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF QUEST DIAGNOSTICS HOLDINGS LTD. (CONTINUED)


Other information


The other information comprises the information included in the Annual Report and Financial Statements other than the financial statements and  our Auditor's Report thereon.  The directors are responsible for the other information contained within the Annual Report and Financial Statements.  Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated.  If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves.  If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


We have nothing to report in this regard.


Opinion 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 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 Directors' Report.


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


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


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 2, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


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

Page 5

 
QUEST DIAGNOSTICS HOLDINGS LTD.
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF QUEST DIAGNOSTICS HOLDINGS LTD. (CONTINUED)



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.


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.

Our assessment of the susceptibility of the entity's financial statements to material misstatement, including how fraud might occur, is considered to be low. This conclusion was reached after consideration of the following:

due to the relatively simple business model and relatively low volume of transactions within the company there are comparatively few unexpected fluctuations in the reported results and balances and any such unexpected items would be specifically enquired into by us; and
there are a number of individuals which comprise "management" and therefore there is no single individual who is likely to be able to override controls to effect a fraud.

We designed our audit procedures to respond to identified audit risks, including non-compliance with laws and regulations (irregularities) that are material to the financial statement. Some of the specific procedures performed to detect irregularities, including fraud, are detailed below:

the review of control accounts and journal enteries for large, unusual or unauthorised entries;
the analytical review of the detailed profit and loss account for variances that are either unexpected or considered not to be in accordance with our understanding of the business during the year;
obtaining and reviewing for completeness a list of entities and persons considered to be related parties (as defined by Financial Reporting Standard 102) and reviewing the ledgers of the company for previously unreported related party transactions;
the review of transactions and journals for any indication of fraud or management override and bias; and
assessing the appropriateness of use of the going concern basis with reference to the company's current performance and expectations for future periods.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occuring due to fraud rather than error, as fraud involves intential concealment, forgery, collusion, omission or misrepresentation. 

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 Auditors' Report.

Page 6

 
QUEST DIAGNOSTICS HOLDINGS LTD.
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF QUEST DIAGNOSTICS HOLDINGS LTD. (CONTINUED)


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 2006Our 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.


Kulwarn Nagra (Senior Statutory Auditor)
  
for and on behalf of
Rawlinson & Hunter Audit LLP
 
Chartered Accountants
Statutory Auditor
  
Eighth Floor
6 New Street Square
New Fetter Lane
London
EC4A 3AQ

25 September 2024
Page 7

 
QUEST DIAGNOSTICS HOLDINGS LTD.
 
 
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
Note
$
$

  

Administrative expenses
  
(28,334)
(52,187)

Exceptional items - impairment loss
 8 
-
(3,793,903)

Operating loss
 4 
(28,334)
(3,846,090)

Interest receivable and similar income
     6
35,115
35,631

Profit/(loss) before tax
  
6,781
(3,810,459)

Tax on profit/(loss)
 7 
(2,265)
10,513

Profit/(loss) for the financial year
  
4,516
(3,799,946)

  

There were no recognised gains and losses for 2023 or 2022 other than those included in the profit and loss account.

The notes on pages 11 to 22 form part of these financial statements.

Page 8

 
QUEST DIAGNOSTICS HOLDINGS LTD.
REGISTERED NUMBER: 09339493

BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
$
$

Fixed assets
  

Investments
 9 
44,795,467
44,795,467

  
44,795,467
44,795,467

Current assets
  

Debtors: amounts falling due within one year
 10 
2,644,060
2,605,672

Cash at bank and in hand
 11 
356,294
375,860

  
3,000,354
2,981,532

Creditors: amounts falling due within one year
 12 
(16,485)
(2,179)

Net current assets
  
 
 
2,983,869
 
 
2,979,353

Total assets less current liabilities
  
47,779,336
47,774,820

  

Net assets
  
47,779,336
47,774,820


Capital and reserves
  

Called up share capital 
 14 
1
1

Profit and loss account
 15 
47,779,335
47,774,819

  
47,779,336
47,774,820


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

M Deppe
Director

Date: 25 September 2024

The notes on pages 11 to 22 form part of these financial statements.

Page 9

 
QUEST DIAGNOSTICS HOLDINGS LTD.
 

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 2023
1
47,774,819
47,774,820


Comprehensive income for the year

Profit for the year
-
4,516
4,516
Total comprehensive income for the year
-
4,516
4,516


At 31 December 2023
1
47,779,335
47,779,336



STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022


Called up share capital
Profit and loss account
Total equity

$
$
$

At 1 January 2022
1
51,574,765
51,574,766


Comprehensive loss for the year

Loss for the year
-
(3,799,946)
(3,799,946)
Total comprehensive loss for the year
-
(3,799,946)
(3,799,946)


At 31 December 2022
1
47,774,819
47,774,820


The notes on pages 11 to 22 form part of these financial statements.

Page 10

 
QUEST DIAGNOSTICS HOLDINGS LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

Quest Diagnostics Holding Ltd ("the company") is a private company incorporated and registered in England and Wales. The address of the registered office is Keystone Law, 1st Floor, 48 Chancery Lane, London WC2A 1JF.
The company is, indirectly, a wholly owned subsidiary of Quest Diagnostics Incorporated ("QDI"), which is incorporated in the United States of America. The company is consolidated within the consolidated financial statements of QDI. As a result, the company is taking advantage of the exemption conferred by Section 401 of the Companies Act 2006 and therefore the directors present the financial statements of the company as a stand-alone entity rather than the results for the group which the company heads. 

2.Summary of Significant Accounting Policies

 
2.1

Basis of preparation of financial statements

The principal accounting policied applied in the preperation of these financial statements are set out below. These policies have been consistently applied to all periods presented unless otherwise stated.
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).

 
2.2

Going concern

The directors have considered the relevant business and financial risks and the ability of the company to continue in operational existence for the foreseeable future. The Ukraine war and other geopolitical events, increase in inflation and interest rates have created significant operational and financial pressures on the global economy and for companies in general. The directors have considered the impact of the Ukraine war and other geopolitical events, increase in inflation and interest rates on the company and having reviewed updated cashflow forecasts and the plans in place consider the adoption of the going concern basis in preparing these financial statements is appropriate. 

 
2.3

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment, if any.

 
2.4

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.

Page 11

 
QUEST DIAGNOSTICS HOLDINGS LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Summary of Significant Accounting Policies (continued)

 
2.5

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.

The company, being a subsidiary undertaking controlled within the group whose consolidated financial statements are publicly available, is exempt from the requirement to draw up a cash flow statement in accordance with FRS 102.

 
2.6

Interest income

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

 
2.7

Creditors

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

 
2.8

Foreign currency translation

Functional and presentation currency

The company's functional and presentational currency is USD ($).

Transactions and balances

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

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

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

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the profit and loss account within 'finance income or costs'. All other foreign exchange gains and losses are presented in the profit and loss account within 'administrative expenses'.

Page 12

 
QUEST DIAGNOSTICS HOLDINGS LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Summary of Significant Accounting Policies (continued)

 
2.9

Financial instruments

The company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other debtors and creditors, are initially measured at the present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or financed at a rate of interest that is not a market rate or in case of an out-right short-term loan not at market rate, the financial asset or liability is measured, initially, at the present value of the future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost.

Investments in non-derivative instruments that are equity to the issuer are measured:
at fair value with changes recognised in the Profit and Loss Account if the shares are publicly traded or their fair value can otherwise be measured reliably;
at cost less impairment for all other investments.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Profit and Loss Account.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the company would receive for the asset if it were to be sold at the balance sheet date.

Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is an 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.

Page 13

 
QUEST DIAGNOSTICS HOLDINGS LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Summary of Significant Accounting Policies (continued)

 
2.10

Financial liabilities

Financial liabilities and equity are classified according to the substance of the financial instrument's contractual obligations, rather than the financial instrument's legal form.

Financial liabilities within the scope of IAS 39 are initially classified as financial liabilities at fair value through profit or loss, loans and borrowings, or as derivatives designated as hedging instruments in an effective hedge, as appropriate.
The company determines the classification of its financial liabilities at initial recognition. All financial liabilities are recognised initially at fair value and in the case of loans and borrowings, plus directly attributable transaction costs.
Subsequently, the measurement of financial liabilities depends on their classification as follows:

Financial liabilities at fair value through profit or loss
Financial liabilities at fair value through profit or loss includes financial liabilities held for trading and financial liabilities designated upon initial recognition as at fair value through profit or loss.
Financial liabilities are classified as held for trading if they are acquired for the purpose of selling in the near term. Derivatives, including separated embedded derivatives are also classified as held for trading unless they are designated as effective hedging instruments. Gains or losses on liabilities held for trading are recognised in profit or loss.
Interest bearing loans and borrowings
Obligations for loans and borrowings are recognised when the company becomes party to the related contracts and are measured initially at the fair value of consideration received less directly attributable transaction costs.
After initial recognition, interest bearing loans and borrowings are subsequently measured at amortised cost using the effective interest method.
Gains and losses arising on the repurchase, settlement or otherwise cancellation of liabilities are recognised respectively in finance revenue and finance cost.
Derecognition of financial liabilities
A liability is derecognised when the contract that gives rise to it is settled, sold, cancelled or expires. 
Where an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such as an exchange or modification is treated as a derecognition of the original liability, such that the difference in the respective carrying amounts together with any costs or fees incurred are recognised in profit or loss.

 
2.11

Dividends

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

Page 14

 
QUEST DIAGNOSTICS HOLDINGS LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Summary of Significant Accounting Policies (continued)

 
2.12

Taxation

Tax is recognised in the Profit and Loss Account, except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

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

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet 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 balance sheet date.

 
2.13

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the company but are presented separately due to their size or incidence.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

In preparing the financial statements, management has to the make judgements on how to apply the company's accounting policies and make estimates about the future. The critical judgements that have been made in arriving at the amounts recognised in the financial statements and the key areas of estimation uncertainty that have a significant risk of causing a material adjustment to the carrying value of assets and liabilties in the next financial year, are discussed below:

Impairment of fixed asset investments

The company makes an estimate of the recoverable value of fixed asset investments. When assessing the impairment of investments, management considers factors including the expected future performance of the investment, expected future cash flows from the investment and the prevailing economic environment, in paticular as relates to the market sector and geographical location of the investment's principal operations.

Page 15

 
QUEST DIAGNOSTICS HOLDINGS LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

4.


Operating loss

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

2023
2022
$
$

Fees payable to the company's auditor for the audit of the company's annual financial statements
11,580
10,450

• Taxation compliance services
4,970
4,470

• All other services
4,229
5,620

Exchange differences
(560)
5,250

Investment impairment (Note 8)
-
3,793,903


5.


Employees

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


6.


Interest receivable and similar income

2023
2022
$
$



Loan to group undertakings
35,115
35,631


7.


Taxation


2023
2022
$
$

Corporation tax


Current tax on profit/(loss) for the year
1,307
-

Adjustments in respect of previous periods
958
(10,513)


2,265
(10,513)


Total current tax
2,265
(10,513)

Deferred tax

Total deferred tax
-
-


Taxation on profit/(loss) on ordinary activities
2,265
(10,513)
Page 16

 
QUEST DIAGNOSTICS HOLDINGS LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
 
7.Taxation (continued)


Factors affecting tax charge / (credit) for the year

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

2023
2022
$
$


Profir(loss) on ordinary activities before tax
6,781
(3,810,459)


Profit(loss) on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2022 - 19%)
1,288
(723,987)

Effects of:


Expenses not deductible for tax purposes
-
720,841

Adjustments to tax charge in respect of prior periods
958
(10,513)

Current tax (current period) exchange difference arising on movement
19
-

Group relief surrendered
-
3,146

Total tax charge/(credit) for the year
2,265
(10,513)




Factors that may affect future tax charges
From 1 April 2023 the corporation tax rate increased to 25%. The tax rate is 19% as the company qualifies for the 'small profits' rate.


8.


Exceptional items

2023
2022
$
$


Impairment of investment in subsidiary undertaking (Note 9)
-
3,793,903

Page 17

 
QUEST DIAGNOSTICS HOLDINGS LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

9.


Fixed asset investments





Investments in subsidiary companies

$



Cost 


At 1 January 2023
109,092,108



At 31 December 2023

109,092,108



Impairment


At 1 January 2023
64,296,641



At 31 December 2023

64,296,641



Net book value



At 31 December 2023
44,795,467



At 31 December 2022
44,795,467

Following a review in the current year of the carrying value of the subsidiary undertakings an impairment charge of $Nil (2022 - $3,793,903) was reflected to reduce the investments to their recoverable amount.
 
Page 18

 
QUEST DIAGNOSTICS HOLDINGS LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

Subsidiary undertakings


The following were subsidiary undertakings of the company:

Name

Registered office

Class of shares

Holding

 ExamOne Canada Inc.
30 Adelaide Street West,
Suite 2800, Toronto,
Ontario, M5H 3PS,
Canada
Ordinary and preference
100%
Quest Diagnostics of Puerto Rico, Inc.
210 Carr. 865, Toa Baja,
PR 00949, Puerto Rico
Ordinary
100%
Quest Diagnostics Ireland Limited
70 Sir John Rogersons
Quay, Dublin 2, Ireland
Ordinary
100%
Diamond Occupational Health Services PSC (*)
210 Carr. 865, Toa Baja
PR 00949, Puerto Rico
Ordinary
100%
Quest Diagnostics HTAS India Private Limited
A-17 Infocity, Sector 34,
Gurgaon 122001,
Haryana, India
Ordinary
99.9%
Quest Diagnostics (Shanghai) Co Ltd.
Suite 603, No.789
ZhaoJiaBang Road,
Xuhui District, Shanghai
Ordinary
100%

*The investment in Diamond Occupational Health Services PSC is held through Quest Diagnostics of Puerto Rico, Inc.




Page 19

 
QUEST DIAGNOSTICS HOLDINGS LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

10.


Debtors

2023
2022
$
$


Amounts owed by group undertakings
2,447,379
2,447,379

Other debtors
24,494
21,222

Accrued income
172,187
137,071

2,644,060
2,605,672


Amounts owed by group undertakings consist of amounts due from Quest Diagnostics Incorporated, the ultimate parent undertaking. The balances are unsecured, repayable on demand and accrue interest at rates of 0.13% and 3% per annum. Included in accrued income is the interest accrued on these balances. 


11.


Cash and cash equivalents

2023
2022
$
$

Cash at bank and in hand
356,294
375,860



12.


Creditors: Amounts falling due within one year

2023
2022
$
$

Accruals
16,485
2,179

16,485
2,179


Page 20

 
QUEST DIAGNOSTICS HOLDINGS LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

13.


Financial instruments

2023
2022
$
$

Financial assets


Financial assets measured at fair value through profit or loss
356,294
375,860

Financial assets measured at amortised cost
2,644,060
2,605,672

Financial assets that are equity instruments measured at cost less impairment
44,795,467
44,795,467

47,795,821
47,776,999


Financial Liabilities


Financial liabilities measured at amortised cost
(16,485)
(2,179)


Financial assets measured at fair value through profit or loss comprise of cash at bank and in hand.


Financial assets measured at amortised cost comprise of amounts owed by group undertaking, other debtors and accrued income.


Financial assets that are equity instruments measured at cost less impairment comprise investments in subsidiaries.
Financial liabilities measured at amortised cost comprise accruals.


14.


Share capital

2023
2022
$
$
Allotted, called up and fully paid



1 (2022 - 1) Ordinary share of $1.00
1
1


Page 21

 
QUEST DIAGNOSTICS HOLDINGS LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

15.


Reserves

Profit and loss account

The profit and loss account represents accumulated comprehensive income and transactions with owners.


16.


Related party transactions

The company received dividends of $Nil (2022 - $Nil) during the year from its investments and paid $Nil (2022 - $Nil) to its immediate parent undertaking.
Balances outstanding at the year end comprise $2,447,379 (
2022 - $2,447,379) owed by Quest Diagnostics Incorporated, the ultimate parent undertaking.


17.


Controlling party

The immediate parent undertaking is Quest Diagnostics International Holdings Limited, a company incorporated in the United Kingdom.
The ultimate parent undertaking and controlling party is Quest Diagnostics Incorporated, which is incorporated in the United States of America.
The results of the company and its subsidiary undertakings are consolidated in the consolidated financial statements of Quest Diagnostics Incorporated for the year ended 31 December 2023 which are publicly available and may be obtained from 500 Plaza Drive, Secaucus, New Jersey, 07094, USA.

Page 22