Registered number:
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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DEMATIC GROUP LIMITED
COMPANY INFORMATION
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DEMATIC GROUP LIMITED
CONTENTS
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DEMATIC GROUP LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
Dematic Group Limited, located in the United Kingdom, operates solely as an internal service provider and does not generate third party revenue. Dematic Group Limited provides general administrative and strategic management services necessary for the efficient operation of the ultimate parent KION GROUP AG.
The directors present the Strategic Report of Dematic Group Limited (the "Company") for the year ended 31 December 2023.
Turnover grew in the period to $143.9 million (2022: $138.0 million), on which an operating loss of $3.9 million (2022: loss of $4.8 million) and a pre tax loss of $1.1 million (2022: loss of $7.7 million) was returned.
Reported net loss was impacted by KION GROUP AG’s strategic initiatives focused on process improvements, standardization, and technology enhancements. As part of this, Dematic Group Limited had an increased admin cost of $4.9 million. Return on Capital Employed from continuing operations measured -6.1% compared to 7.96% in 2022 in like for like calculations. The change ROCE was due to focusing on key areas of cost control and standardise resulting in improvement in operating loss of $6.6 million. Future Developments Over the next 12 months, the directors of the Company will continue to focus on protecting and strengthening the Balance Sheet and enhancing the services provided to the internal customers. However, the Company’s management has been studying a move the operations of the company to the US as part of a wider initiative to reduce cost and standardization process, which would in turn change the structure of the company. As of the date of issuing these reports, a date and structure has not been finalised.
The Company is a central administrative company acting on behalf of the global Dematic Group ("the Group"). Thus risks and uncertainties of the Company are driven by the risks and uncertainties of the Group. The risk management process at the Group is an integral part of the quarterly reporting of the Group. All of the important risks are evaluated with a view to their impact upon EBITDA, cash flow, and net income.
Due to the nature of the Group's business dealing with large customer capital projects, the Group sets out the limits of authorization ("LoA") across all group companies for projects and service contracts within certain criteria. The objective of this directive is to support the reduction of risk to the business. The LoA criteria are used to review the financial position of the project/contract and the commercial aspects e.g. the customer's financial strength, project cash flows, bank guarantees, bonds, and contractual terms. The Group conducts a substantial part of its business in foreign currencies. The foreign exchange risk is mitigated primarily through forward rate currency deals, executed by a central treasury function provided by KION GROUP AG. The Group has also introduced a policy governing foreign currency transactions which is aimed specifically at mitigating risk. Suppliers and vendors are reviewed against credit scoring and volume of business to reduce the risk to the company of failures in the supply chain. Since the onset of the COVID 19 crisis its potential impact on the business and the appropriate mitigation of those risks has been identified within the risk monitoring framework.
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DEMATIC GROUP LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
Financial key performance indicators Execution of Company business is measured against a series of key performance indicators, focusing upon the operating profit margin, profit before tax and return on capital employed. The results of which can be found detailed above in the Business Review.
Section 172 of the Companies Act 2006 requires a director of a company to act in the way he or she considers, in good faith, would most likely promote the success of the company for the benefit of its members as a whole. In doing this Section 172 requires a director to have regard, amongst other matters, to the:
• Likely consequences of any decisions in the long term; • Interests of the company’s employees; • Need to foster the company’s business relationships with suppliers, customers and others; • Impact of the company’s operations on the community and environment; • Desirability of the company maintaining a reputation for high standards of business conduct; and • Need to act fairly as between members of the company. In discharging our Section 172 duties we have regard to the matters set out above. We also have regard to other factors which we consider relevant to the decision being made. Those factors, for example, include the interests and views of our employees and our relationship with customers, suppliers and the local communities in which we operate. We acknowledge that every decision we make will not necessarily result in a positive outcome for all of our stakeholders. By considering the Company’s purpose, vision and values together with its strategic priorities and having a process in place for decision making, we do, however, aim to make sure that our decisions are consistent and predictable. As is normal for companies of our size, we delegate authority for aspects of day to day management of the Company to executives and work with them in a leadership team of directors and executives in setting, approving and overseeing execution of the business strategy and related policies. Many of the activities are also coordinated with the management and board functions of KION GROUP AG as part of the overall governance strategy. The Company’s key stakeholders include the Group’s customers, suppliers, shareholders/investors, the local communities in which it operates and regulators. The views of and the impact of the Company’s activities on those stakeholders are an important consideration for the directors when making relevant decisions. Regular engagement takes place in the normal course of business since the directors are actively engaged in the running of the company and speak with a wide range of stakeholders on a frequent and regular basis. Structured engagement and opportunities for feedback also take place for example via regular employee business updates which all employees able to attend and ask questions of executives and directors, meetings and events hosted by KION GROUP AG the company’s ultimate parent and representation at sector conferences and events attended by customers, suppliers and other interested parties. This combination of engagements with stakeholders allows us to understand the nature of the stakeholders’ concerns and to comply with our Section 172 duty to promote the success of the Company.
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DEMATIC GROUP LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
This report was approved by the board and signed on its behalf.
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DEMATIC GROUP LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
The directors present their report and the financial statements for the year ended 31 December 2023.
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 101 ‘Reduced Disclosure Framework’. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies and then apply them consistently;
∙make judgments 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 loss for the year, after taxation, amounted to $1,564 (2022 - loss $8,845 thousand).
As at the year end, no dividend has been proposed (2022: $Nil).
The directors who served during the year were:
The principal risks and uncertainties are discussed in the Strategic Report.
The future developments are outlined in the Strategic Report.
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DEMATIC GROUP LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
The Company’s operating activities create financial assets and liabilities in the form of trade creditors as well as amounts owed by group undertakings (see note 10) and owed to group undertakings (see note 11).
The Company’s financial instruments give rise to foreign currency and credit risk. Due to the short-term nature of the remaining assets and liabilities, (most are due within 30 days), these risks generally do not result in significant impacts on profit or loss.
Engagement with suppliers, customers and other stakeholders are discussed in the strategic report.
As permitted by the Articles of Association, the directors have the benefit of an indemnity which is a qualifying third party indemnity provision as defined by Section 234 of the Companies Act 2006. The indemnity was in force from the date of incorporation.
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.
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 auditors are 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 auditors are aware of that information.
There have been no significant events affecting the Company since the year end.
The auditors, Wellers, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
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DEMATIC GROUP LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
This report was approved by the board and signed on its behalf.
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DEMATIC GROUP LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DEMATIC GROUP LIMITED
We have audited the financial statements of Dematic Group Limited (the 'Company') for the year ended 31 December 2023, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 ‘Reduced Disclosure Framework’ (United Kingdom Generally Accepted Accounting Practice).
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the 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.
We draw attention to note 2.4 in the financial statements, which indicates the existence of events that may give rise to the company's operations being impacted by a global restructuring exercise. As stated in note 2.4, these events or conditions, along with the other matters as set forth in note 2.4, indicate that a material uncertainty exists that may cast significant doubt on the Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Our evaluation of the directors' assessment of the Company's ability to continue to adopt the going concern basis of accounting included seeking explanations and direct representations from the directors as to the timing and extent of the restructuring activities.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
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DEMATIC GROUP LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DEMATIC GROUP LIMITED (CONTINUED)
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' 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. 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.
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.
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.
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DEMATIC GROUP LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DEMATIC GROUP LIMITED (CONTINUED)
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 Auditors' 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:
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. The extent to which our procedures are capable of detecting irregularities is detailed below. Discussions with and enquiries of management and those charged with governance were held with a view to identifying those laws and regulations that could be expected to have a material impact on the financial statements. We also evaluated the commercial objectives of the Company and assessed managements incentives and opportunities for fraudulent manipulation of results. During the engagement team briefing, the outcomes of these discussions and enquiries were shared with the team, as well as consideration as to where and how fraud may occur in the entity. Those laws and regulations considered to have a direct effect on the financial statements include UK financial reporting standards, Company Law and Tax legislation. Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised of: enquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; enquiries with the same concerning any actual or potential litigation or claims; inspection of relevant legal expenses for evidence of disputes or litigation; testing the appropriateness of journal entries; and the performance of analytical review to identify unexpected movements in account balances and transactions which may be indicative of fraud. No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity’s controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.
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DEMATIC GROUP LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DEMATIC GROUP LIMITED (CONTINUED)
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 Auditors' 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.
for and on behalf of
Statutory Auditor
8 King Edward Street
OX1 4HL
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DEMATIC GROUP LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
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DEMATIC GROUP LIMITED
REGISTERED NUMBER: 09653326
BALANCE SHEET
AS AT 31 DECEMBER 2023
Under section 454 of the Companies Act 2006, the directors have the power to amend these financial statements if they subsequently prove to be defective.
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 14 to 24 form part of these financial statements.
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DEMATIC GROUP LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
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DEMATIC GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
Dematic Group Limited's (the "Company") principal activity is set out in the Strategic Report.
The Company is a private company limited by shares and is incorporated and domiciled in the UK. The address of its registered office is Banbury Business Park Trinity Way, Adderbury, Banbury, Oxon, OX17 3SN.
2.Accounting policies
The preparation of financial statements in compliance with FRS 101 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
The Company has taken advantage of the following disclosure exemptions under FRS 101:
∙the requirements of paragraphs 45(b) and 46-52 of IFRS 2 Share-based payment
∙the requirements of IFRS 7 Financial Instruments: Disclosures
∙the requirements of paragraphs 91-99 of IFRS 13 Fair Value Measurement
∙the requirements of IAS 7 Statement of Cash Flows
∙the requirements of paragraphs 30 and 31 of IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors
∙the requirements of paragraph 17 and 18A of IAS 24 Related Party Disclosures
∙the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member
∙the requirements of paragraphs 130(f)(ii), 130(f)(iii), 134(d)-134(f) and 135(c)-135(e) of IAS 36 Impairment of Assets.
This information is included in the consolidated financial statements of KION GROUP AG as at 31 December 2022 and these financial statements may be obtained from KION GROUP AG, Thea-Rasche-Strasse 8, 60549, Frankfurt Am Main, Germany.
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DEMATIC GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
When considering the going concern basis, the Company's management have paid due regard to the possibility of the company being impacted by a global restructuring exercise, as referred to in the Strategic Review. In evaluating the current stage of the considerations, the Company's management have concluded that the feasibility of the restructure is not yet established and accordingly, that the nature and extent of any impact is unknown.
Notwithstanding this uncertainty, management have assessed the Company's financial position, and having made satisfactory conclusions as to the ultimate parent's ability to continue supporting the Company, the directors have a reasonable expectation that the Company will be able to continue in operational existence for the foreseeable future. These accounts are therefore prepared on a going concern basis.
Functional and presentation currency
Transactions and balances
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DEMATIC GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
The Company does not expect to have any contracts where the period between the transfer of the promised goods or services to the customer and payment by the customer exceeds one year. As a consequence, the Company does not adjust any of the transaction prices for the time value of money. The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Company keeping the scheme open or the employee maintaining any contributions required by the scheme). Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period. Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.
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DEMATIC GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
The entity applies the exception to recognising and disclosing information about deferred tax assets and liabilities related to Pillar Two income taxes, as provided in the amendments to IAS 12 issued in May 2023.
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DEMATIC GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
The Company recognises financial instruments when it becomes a party to the contractual arrangements of the instrument. Financial instruments are de-recognised when they are discharged or when the contractual terms expire. The Company's accounting policies in respect of financial instruments transactions are explained below:
Financial assets and financial liabilities are initially measured at fair value.
Financial assets
All recognised financial assets are subsequently measured in their entirety at either fair value or amortised cost, depending on the classification of the financial assets.
Trade and other receivables The allowance for doubtful accounts involves significant management judgment and review of individual receivables based on individual customer creditworthiness, current economic trends and analysis of historical losses. Management also applies country specific ratings based on information from external rating agencies. Provisions Significant estimates are involved in the determination of provisions. The difference between expectations and actual future liability will be accounted for in the period when such a determination is made. Taxes Significant estimates are involved in calculating income taxes. These estimates may change on the basis of new information and experience. Deferred tax assets on tax losses carried forward are recognised on the basis of an estimate of the future recoverability of the tax benefit, i.e. an assumption as to whether sufficient taxable income or tax relief will be available against which the carry forward can be utilised. The actual amount of taxable income in future periods and hence the actual utilisation of tax losses carried forward, may be different from the estimates made when the corresponding deferred tax assets were recognised.
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DEMATIC GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
The whole of the turnover is attributable to the one principal activity of the Company.
Analysis of turnover by country of destination:
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DEMATIC GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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DEMATIC GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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DEMATIC GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
9.Taxation (continued)
There were no factors that may affect future tax charges.
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DEMATIC GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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DEMATIC GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
13.Share capital (continued)
The immediate parent undertaking of the company is Dematic Group S.á.r.l. (incorporated in Luxembourg).
The ultimate parent company is KION GROUP AG, which prepares consolidated financial statements. Copies of these financial statements are available from KION GROUP AG, Thea-Rasche-Strasse 8, 60549 Frankfurt Am Main, Germany.
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