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Registered number: 13436426









FOREL UK & IRELAND LTD

ANNUAL REPORT AND FINANCIAL STATEMENTS
INFORMATION FOR FILING WITH THE REGISTRAR

FOR THE YEAR ENDED 31 DECEMBER 2023

 
FOREL UK & IRELAND LTD
REGISTERED NUMBER: 13436426

BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Tangible assets
 5 
16,309
12,489

  
16,309
12,489

Current assets
  

Stocks
  
161,162
47,716

Debtors: amounts falling due within one year
 6 
373,730
424,492

Cash at bank and in hand
  
234,551
109,501

  
769,443
581,709

Creditors: amounts falling due within one year
 7 
(710,849)
(507,453)

Net current assets
  
 
 
58,594
 
 
74,256

Total assets less current liabilities
  
74,903
86,745

Creditors: amounts falling due after more than one year
 8 
(120,000)
(150,000)

Provisions for liabilities
  

Deferred tax
 9 
(2,826)
-

  
 
 
(2,826)
 
 
-

Net liabilities
  
(47,923)
(63,255)


Capital and reserves
  

Called up share capital 
 10 
1
1

Profit and loss account
  
(47,924)
(63,256)

  
(47,923)
(63,255)


Page 1

 
FOREL UK & IRELAND LTD
REGISTERED NUMBER: 13436426

BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2023

The notes on pages 6 to 15 form part of these financial statements.
The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

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

The Company has opted not to file the statement of income and retained earnings in accordance with provisions applicable to companies subject to the small companies' regime.

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


R Vianello
Director

Date: 25 November 2024

Page 2

 
FOREL UK & IRELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

Forel UK & Ireland Ltd is a private company limited by shares, registered in England and Wales. The
registered office is Unit 3 M11 Business Link, Parsonage Road, Stansted, Essex, United Kingdom, CM24 8GF. The company is part of a group.


2.


Statement of compliance

The financial statements of Forel UK & Ireland Ltd have been prepared in compliance with United Kingdom Accounting Standards, including Financial Reporting Standard 102 section 1/A, ‘The Financial Reporting Standard applicable in the United Kingdom and the Republic of Ireland’ (‘FRS 102’) and the Companies Act 2006.

3.Accounting policies

 
3.1

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 FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006
The preparation of financial statements in compliance with FRS 102 section 1A requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the company's accounting policies.
The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 section 1A "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
• the requirements of Section 7 Statement of Cash Flows and related notes;
• the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
• the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
• the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A; and
• the requirements of Section 33 Related Party Disclosures paragraph 33.7.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £

The following principal accounting policies have been applied:

Page 3

 
FOREL UK & IRELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

3.Accounting policies (continued)

 
3.2

Going concern

The Directors believe that the Company is well placed to manage its business risk successfully. Having reviewed the Company’s current position and given the existent financial support provided by the Company’s ultimate parent Forel SpA Unipersonale, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the director’ report and financial statements. The financial support by Forel Spa Unipersonale has been confirmed for a period of not less than 12 months from the date of the signing these financial statements, or auditor’s report if later.

 
3.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational 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 the Statement of Income and Retained Earnings except when deferred in other comprehensive income as qualifying cash flow hedges.

Page 4

 
FOREL UK & IRELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

3.Accounting policies (continued)

 
3.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue 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 revenue is recognised:

Sale of goods

Revenue 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 revenue 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.

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

 
3.5

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to the Statement of Income and Retained Earnings on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
3.6

Government grants

Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to profit or loss at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.
Grants of a revenue nature are recognised in the Statement of Income and Retained Earnings in the same period as the related expenditure.

Page 5

 
FOREL UK & IRELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

3.Accounting policies (continued)

 
3.7

Finance costs

Finance costs are charged to the Statement of Income and Retained Earnings over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
3.8

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 the Statement of Income and Retained Earnings when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.

 
3.9

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in the Statement of Income and Retained Earnings 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.
The Company is out of scope of the OECD Pillar Two model rules.

Page 6

 
FOREL UK & IRELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

3.Accounting policies (continued)

 
3.10

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Office equipment
-
20%
Computer equipment
-
20%

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the Statement of Income and Retained Earnings.

 
3.11

Inventories

Inventories 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 first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet 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 the Statement of Income and Retained Earnings.

 
3.12

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.

 
3.13

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.

 
3.14

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.

Page 7

 
FOREL UK & IRELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

3.Accounting policies (continued)

  
3.15

Provisions 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 Retained Earnings 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 carred in the Balance Sheet.

 
3.16

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102.

Financial instruments are recognised in the Company's Balance Sheet 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.
Page 8

 
FOREL UK & IRELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

3.Accounting policies (continued)


3.16
Financial instruments (continued)


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.

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.


4.


Employees

The average monthly number of employees, including the director, during the year was 6 (2022 - 5).

Page 9

 
FOREL UK & IRELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

5.


Tangible fixed assets





Office equipment
Computer equipment
Total

£
£
£



Cost or valuation


At 1 January 2023
4,692
10,206
14,898


Additions
-
8,236
8,236


Disposals
-
(999)
(999)



At 31 December 2023

4,692
17,443
22,135



Depreciation


At 1 January 2023
928
1,481
2,409


Charge for the year on owned assets
955
2,662
3,617


Disposals
-
(200)
(200)



At 31 December 2023

1,883
3,943
5,826



Net book value



At 31 December 2023
2,809
13,500
16,309



At 31 December 2022
3,764
8,725
12,489


6.


Debtors

2023
2022
£
£


Trade debtors
135,383
203,680

Amounts owed by group undertakings
158,750
185,559

Other debtors
11,302
10,632

Prepayments and accrued income
68,295
21,037

Deferred taxation
-
3,584

373,730
424,492


Included within other debtors are amounts falling due in more than one year of £10,632 (2022: £10,632).
The amount owed by group undertakings are unsecured, with no interests repayable on demand. 

Page 10

 
FOREL UK & IRELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

7.


Creditors: Amounts falling due within one year

2023
2022
£
£

Trade creditors
47,277
17,816

Amounts owed to group undertakings
616,663
403,153

Other taxation and social security
18,187
32,597

Other creditors
5,729
21,434

Accruals and deferred income
22,993
32,453

710,849
507,453


The amounts owed to group undertakings are unsecured, with no interest and repayable on demand.


8.


Creditors: Amounts falling due after more than one year

2023
2022
£
£

Amounts owed to group undertakings
120,000
150,000

120,000
150,000


The amount owed to group undertakings is unsecured, bears interest at the rate of 2.5% per annum and is repayable by 31 December 2028.

Page 11

 
FOREL UK & IRELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

9.


Deferred taxation




2023


£






At beginning of year
3,584


Charged to profit or loss
(6,410)



At end of year
(2,826)

The deferred taxation balance is made up as follows:

2023
2022
£
£


Accelerated capital allowances
(4,077)
(3,122)

Tax losses carried forward
1,251
6,706

(2,826)
3,584


10.


Share capital

2023
2022
£
£
Allotted, called up and unpaid



1 (2022 - 1) ordinary share of £1.00
1
1



11.


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 £44,183 (2022 - £22,143).
Contributions totaling £5,729 (2022 - £3,519) were payable to the fund at the reporting date and are included in creditors.

Page 12

 
FOREL UK & IRELAND LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

12.


Commitments under operating leases

At 31 December 2023 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2023
2022
£
£


Not later than 1 year
50,527
50,974

Later than 1 year and not later than 5 years
76,441
126,968

126,968
177,942


13.


Related party transactions

As a wholly owned subsidiary, the Company takes the exemption of disclosing transactions with other
Group companies.


14.


Post balance sheet events

There were no events after the balance sheet date which require adjustment to, or disclosure in these financial statements.


15.


Controlling party

The company's immediate parent is Forel S.P.A. Unipersonale, incorporated in Italy.
The parent of the largest group in which these financial statements are consolidated in Forel S.P.A. Unipersonale, incorporated in Italy. Copies of the consolidated financial statements can be obtained from:
4 Via Per Monatier, Roncade, Treviso, Italy, 31056, which is its registered office. 


16.


Auditors' information

The auditors' report on the financial statements for the year ended 31 December 2023 was qualified.

The qualification in the audit report was as follows:

We were not appointed as auditor of the company until after the 31 December 2023 and thus did not observe the counting of physical stocks at the end of the year. We were unable to satisfy ourselves by alternative means concerning the stock quantities held at 31 December 2023, which are included in the Balance Sheet at £161,162 by using other audit procedures. Consequently, we were unable to determine whether any adjustment to this amount was necessary.
Last year’s audit opinion was also qualified because the previous auditors were appointed after 31 December 2022 and they did not observe the counting of physical stock, so they were unable to satisfy themselves on the stock quantities held at 31 December 2022 included in the Balance Sheet for an amount of £47,716. Consequently, we were unable to determine whether any adjustment to this amount was necessary or whether there was any consequential effect to the Cost of Sales amount in the Statement of Income and Retained Earnings for the year end 31 December 2023.

The audit report was signed on 27 November 2024 by Francesco Lepri (Senior Statutory Auditor) on behalf of MHA Macintyre Hudson LLP.

Page 13

 
FOREL UK & IRELAND LTD