REGISTERED NUMBER: |
Strategic Report, Report of the Directors and |
Financial Statements |
for the Year Ended 31 December 2024 |
for |
Roland DG (U.K.) Limited |
REGISTERED NUMBER: |
Strategic Report, Report of the Directors and |
Financial Statements |
for the Year Ended 31 December 2024 |
for |
Roland DG (U.K.) Limited |
Roland DG (U.K.) Limited (Registered number: 04339715) |
Contents of the Financial Statements |
for the Year Ended 31 December 2024 |
Page |
Company Information | 1 |
Strategic Report | 2 |
Report of the Directors | 3 |
Report of the Independent Auditors | 5 |
Income Statement | 9 |
Other Comprehensive Income | 10 |
Balance Sheet | 11 |
Statement of Changes in Equity | 12 |
Notes to the Financial Statements | 13 |
Roland DG (U.K.) Limited |
Company Information |
for the Year Ended 31 December 2024 |
DIRECTORS: |
SECRETARY: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
Roland DG (U.K.) Limited (Registered number: 04339715) |
Strategic Report |
for the Year Ended 31 December 2024 |
The directors present their strategic report for the year ended 31 December 2024. |
Principal activities |
The principal activity of the Company comprises the sales, marketing and distribution of wide-format digital printers and associated ink consumables manufactured by Roland DG Corporation, Japan. Roland DG (UK) Limited has responsibility for the territories United Kingdom, Ireland and India. |
The company operates under the Limited Risk Distribution (LRD) model. 100% of the sales revenue and gross margin is reported within the legal results for Roland DG (UK) Limited for 2024 as per the conditions of the LRD model, whereby a guaranteed operating profit of 2.3% is maintained purely for UK and Ireland as profit generated by Indian activities falls outside the scope of the LRD model and fully resides within Roland DG (UK) Ltd. |
REVIEW OF BUSINESS |
At the end of the current period, the Company recorded a profit for the year after taxation of £631,026 (2023: £628,293). |
The financial position remained strong in the current period with net assets of £2,005,233 (2023: £1,939,671). |
During 2024 the company continued to trade and react to difficult economic conditions. UK trading and revenue performance was 86% of budget with Ireland actuals being 92%. Activities in the Indian region fell short at 68% due to a tough market and price of the Roland product offering. Indian activities will flow directly from HQ in Japan to Indian from 1st January 2025 with this element of on-going revenue no longer forming part of the Roland DG (UK) results. |
PRINCIPAL RISKS AND UNCERTAINTIES |
The Company operates in a highly competitive market which is a continuing risk to the Company and could result in losing sales to its key competitors. The current economic climate continues to provide uncertainty in both predicting future volumes of sales and consumer spend. However, through the supply of quality products from its parent Company, Roland DG Corporation, and the provision of excellent customer service, the Company operates in such a way that the risk is reduced. |
KEY PERFORMANCE INDICATORS |
The mission of the Company is to continue to maintain sustainable profitable sales growth, and this is reflected in the following KPls: |
The following KPls are based on the gross sales generated through sales to UK, Ireland and Indian territories via the dealer network channel. This includes the sale of Hardware, consumable and warranty contract products. This is an alternative performance measure and not an FRS 102 measure. |
The gross sales KPI measures are in addition to, and not to be used instead of, measures of financial performance prepared in accordance with FRS 102. The company noted that these alternative performance measures (APMs) may differ from the APMs used by other companies and are not intended to be considered in isolation or as a substitute for the financial information-prepared and presented in accordance with FRS 102. |
(a) | Gross sales growth | 2024 | 2023 |
£ | £ |
Gross sales | 21,170,080 | 22,133,277 |
Sales growth | (4.35% | ) | 4.60% |
(b) | Operating expenses as percentage of gross sales - 2024 22.3 % vs 2023 20.0%. The Company continues to drive efficiencies across the operation with more EMEA related Marketing costs pointed to the Holding company. |
(c) | Operating profit as percentage of gross sales - 2024 4.2% vs 2023 4.0%. The Company continues to manage its resources to ensure sustainable profits. |
First time fix rates - under the RolandCare service which is designed to support the end-user customer and to minimize downtime of their Roland machine if that occurred, the Company has a KPI target for on-site repairs of 98% first time fix rate. For 2024 the result achieved was 97% (2023: 98%). The service levels are achieved through the service provided by Roland DG engineers or accredited RolandCare partners. |
ON BEHALF OF THE BOARD: |
Roland DG (U.K.) Limited (Registered number: 04339715) |
Report of the Directors |
for the Year Ended 31 December 2024 |
The directors present their report with the financial statements of the company for the year ended 31 December 2024. |
Going concern |
The Company's business activities, together with the factors likely to affect its future development, performance and position are set out in the business review which forms part of the strategic report. The directors' report also describes the Company's liquidity position and borrowing facilities, the Company's objectives, and its exposure to credit risk and liquidity risk. |
The Company meets its day-to-day working capital requirements and has the use of a loan relationship with the holding company should this be required. This allows the business to take a short-term loan under market interest rates and allows the Company to provide a working loan to the holding company. This facility was not called upon throughout the year, and the Company continues to have sufficient cash reserves. |
Although the Company is ultimately dependent on the quality and range of product supplied from the parent company, it has considerable financial resources together with long-term relationships with a number of customers across the UK and Ireland. The principal suppliers are all group companies and there is no reliance on external debt funding. As a consequence, the directors believe that the Company is well placed to manage its business risks in the future, despite the current economic impact of the cost of living crisis in the UK. |
The Company continues to be in a strong financial position, supported by the relationship with the holding company, which ensures continued profitability, and with a strong balance sheet position. The directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for 12 months from signing the financial statements. Accordingly, they continue to adopt the going concern basis in preparing the annual report and financial statements. |
DIVIDENDS |
The final dividend relating to the year ended 31 December 2023 of £23.66 per share was paid on 15 March 2024 totalling £565,464. |
The total distribution of dividends for the year ended 31 December 2024 will be £567,923. |
FUTURE DEVELOPMENTS |
There have been no significant changes in the Company's principal activities in the year under review. Going forward, the focus of the business will continue to be on the principal activities and the development of the brand into new markets, including the DGShape brand selling dental solutions, as well as the development of supplementary service offerings. The Company continues to develop and provide excellent customer service, firstly through providing quality products but equally by delivering excellent after-sales experience through the provision of product training, technical support, and product maintenance support. |
EVENTS SINCE THE END OF THE YEAR |
Information relating to events since the end of the year is given in the notes to the financial statements. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report. |
CHARITABLE AND POLITICAL DONATIONS |
During the year the Company made charitable donations of £Nil (2023: £Nil), principally to local charities serving the communities in which the Company operates. |
No political donations were made during the year. |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to: |
- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
Roland DG (U.K.) Limited (Registered number: 04339715) |
Report of the Directors |
for the Year Ended 31 December 2024 |
STATEMENT OF DIRECTORS' RESPONSIBILITIES - continued |
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
AUDITORS |
The auditors, Sumer Auditco Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
Report of the Independent Auditors to the Members of |
Roland DG (U.K.) Limited |
Opinion |
We have audited the financial statements of Roland DG (U.K.) Limited (the 'company') for the year ended 31 December 2024 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including 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 2024 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
Conclusions relating to going concern |
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
Other information |
The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. |
Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of the audit: |
- | the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
Matters on which we are required to report by exception |
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors. |
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- | adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the financial statements are not in agreement with the accounting records and returns; or |
- | certain disclosures of directors' remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit. |
Report of the Independent Auditors to the Members of |
Roland DG (U.K.) Limited |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on pages three and four, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. |
In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so. |
Report of the Independent Auditors to the Members of |
Roland DG (U.K.) Limited |
Auditors' responsibilities for the audit of the financial statements |
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. |
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud |
The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the Company. |
Our approach was as follows: |
We obtained an understanding of the legal and regulatory requirements applicable to the company and considered that the most significant are the Companies Act 2006, UK financial reporting standards as issued by the Financial Reporting Council, and UK taxation legislation. |
We obtained an understanding of how the Company complies with these requirements by discussions with management and those charged with governance. |
We assessed the risk of material misstatement of the financial statements, including the risk of material misstatement due to fraud and how it might occur, by holding discussions with management and those charged with governance. |
We inquired of management and those charged with governance as to any known instances of non-compliance or suspected non-compliance with laws and regulations. |
We reviewed minutes of meetings of those charged with governance and accompany information prepared by management. |
Based on this understanding, we designed specific appropriate audit procedures to identify instances of non-compliance with laws and regulations. This included making enquiries of management and those charged with governance and obtaining additional corroborative evidence as required. |
As part of an audit in accordance with ISAs (UK) we exercise professional judgement and maintain professional scepticism throughout the audit. We also: |
Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. |
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the company’s internal control. |
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors. |
Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the company to cease to continue as a going concern. |
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. |
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. |
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
Report of the Independent Auditors to the Members of |
Roland DG (U.K.) Limited |
Use of our report |
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
for and on behalf of |
Statutory Auditors |
30 Gay Street |
Bath |
Somerset |
BA1 2PA |
Roland DG (U.K.) Limited (Registered number: 04339715) |
Income Statement |
for the Year Ended 31 December 2024 |
2024 | 2023 |
Notes | £ | £ |
TURNOVER | 4 |
Cost of sales |
GROSS PROFIT |
Administrative expenses |
OPERATING PROFIT and |
PROFIT BEFORE TAXATION |
Tax on profit | 8 |
PROFIT FOR THE FINANCIAL YEAR |
Roland DG (U.K.) Limited (Registered number: 04339715) |
Other Comprehensive Income |
for the Year Ended 31 December 2024 |
2024 | 2023 |
Notes | £ | £ |
PROFIT FOR THE YEAR |
OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
Roland DG (U.K.) Limited (Registered number: 04339715) |
Balance Sheet |
31 December 2024 |
2024 | 2023 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Tangible assets | 10 |
CURRENT ASSETS |
Stocks | 11 |
Debtors | 12 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 13 |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CREDITORS |
Amounts falling due after more than one year | 14 | ( |
) | ( |
) |
PROVISIONS FOR LIABILITIES | 17 | ( |
) | ( |
) |
NET ASSETS |
CAPITAL AND RESERVES |
Called up share capital | 18 |
Retained earnings | 19 |
SHAREHOLDERS' FUNDS |
The financial statements were approved by the Board of Directors and authorised for issue on |
Roland DG (U.K.) Limited (Registered number: 04339715) |
Statement of Changes in Equity |
for the Year Ended 31 December 2024 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Balance at 1 January 2023 |
Changes in equity |
Dividends | - | ( |
) | ( |
) |
Total comprehensive income | - |
Balance at 31 December 2023 |
Changes in equity |
Dividends | - | ( |
) | ( |
) |
Total comprehensive income | - |
Balance at 31 December 2024 |
Roland DG (U.K.) Limited (Registered number: 04339715) |
Notes to the Financial Statements |
for the Year Ended 31 December 2024 |
1. | STATUTORY INFORMATION |
Roland DG (U.K.) Limited is a |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
The functional currency of Roland DG (U.K.) Limited is considered to be pounds sterling because that is the currency of the primary economic environment in which the Company operates. The financial statements are also presented in pounds sterling. Foreign operations are included in accordance with the policies set out below. |
Effective from 1st January 2022, the Company reverted back to operating under the Limited Risk Distribution (LRD) model. This saw inventory being put back on the balance sheet, as well as the Company taking on the product warranty liability. The prior year figures have not been adjusted to reflect this change. 100% of the sales revenue and gross margin is reported within the legal results of Roland DG (UK) Limited as per the conditions of the LRD model. Previous years comparison under the commissionaire model, declared only 2% sales commission for sales to UK and Ireland with 100% sales revenue of sales to India plus overhead contribution. |
Going concern |
The Company's business activities, together with the factors likely to affect its future development, performance and position are set out in the business review which forms part of the strategic report. The directors' report also describes the Company's liquidity position and borrowing facilities, the Company's objectives, and its exposure to credit risk and liquidity risk. |
The Company meets its day-to-day working capital requirements and has the use of a loan relationship with the holding company should this be required. This allows the business to take a short-term loan under market interest rates and allows the Company to provide a working loan to the holding company. This facility was not called upon throughout the year, and the Company continues to have sufficient cash reserves. |
Although the Company is ultimately dependent on the quality and range of product supplied from the parent company, it has considerable financial resources together with long-term relationships with a number of customers across the UK and Ireland. The principal suppliers are all group companies and there is no reliance on external debt funding. As a consequence, the directors believe that the Company is well placed to manage its business risks in the future, despite the current economic impact of the cost of living crisis in the UK. |
The Company continues to be in a strong financial position, supported by the relationship with the holding company, which ensures continued profitability, and with a strong balance sheet position. The directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for 12 months from signing the financial statements. Accordingly, they continue to adopt the going concern basis in preparing the annual report and financial statements. |
Financial Reporting Standard 102 - reduced disclosure exemptions |
Roland DG (U.K.) Limited meets the definition of a qualifying entity under FRS 102 and has therefore taken advantage of the disclosure exemptions available to it in respect of its separate financial statements. The accounts of Roland DG (U.K.) limited have adopted the disclosure exemptions for the requirement to present a statement of cash flows and related notes, the requirement to disclose a reconciliation of the number of shares outstanding at the beginning and end of the period, the requirement to disclose financial instruments, and the requirement to disclose remuneration of key management personnel. These exemptions have been approved by the ultimate parent company. The ultimate parent company and controlling party is Roland DG Corporation, a company incorporated in Japan. Copies of the financial statements of Roland DG Corporation are available from the Company's registered office at 1-6-4 Shinmiyakoda, Kita-ku, Hamamatsu-shi, Shizuoka-ken, 431-2103, Japan. |
Turnover |
Turnover is defined as the amounts received and receivable for the gross sales and distribution of wide-format digital printers, together with the provision of ongoing product support, both stated net of VAT and trade discounts. |
Turnover is recognised when the significant risks and rewards are considered to have been transferred to the buyer. Turnover from the sale of goods is recognised when the goods are physically delivered to the customer. Turnover from the supply of services represents the value of services provided under contracts to the extent that there is a right to consideration and its recorded evenly over the warranty term. |
Roland DG (U.K.) Limited (Registered number: 04339715) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2024 |
2. | ACCOUNTING POLICIES - continued |
Tangible fixed assets |
Tangible fixed assets are stated at cost, net of depreciation. Depreciation is provided on all tangible assets at rates calculated to write off the cost, less estimated residual value, of each asset on a straight-line basis over its expected useful life, as follows: |
Fixtures and fittings | 4 years |
Motor vehicles | 3 years |
Computer equipment | 2 years |
Residual value represents the estimated amount which would currently be obtained from disposal of an asset, after deducting estimated costs of disposal, if the asset were already of the age and in the condition expected at the end of its useful life. |
Impairment of assets |
Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss. We have assessed whether any impairment triggers have arisen from the impact of Covid-19 and if the recoverable amount of these assets is below it's carrying amount. |
Stocks |
Stocks are stated at the lower of cost and estimated selling price less costs to sell, which is equivalent to the net realisable value. Cost is calculated using the FIFO (first-in, first-out) method. Provisions is made for obsolete, slow-moving, or defective items where appropriate. |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Foreign currencies |
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
Pension costs and other post-retirement benefits |
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate. |
Roland DG (U.K.) Limited (Registered number: 04339715) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2024 |
2. | ACCOUNTING POLICIES - continued |
Dividends |
Dividends on ordinary share capital are recognised as a liability in the financial statements in the period in which they are declared. In the case of interim dividends, these are considered to be declared when they are paid and in the case of final dividends these are declared when authorised by the shareholders. |
Provisions |
Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that the Company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation. |
Provisions are measured at the best estimate of the expenditure required to settle the obligation at the reporting date and are discounted to present value where the effect is material. |
Leases |
Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such a basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the lease term. In accordance with the transitional provisions of FRS 102, lease incentives on leased which were in existence prior to the date of transition have been spread over the shorter of the lease term and the period to the first review date on which the rent is expected to be adjusted to the prevailing market rate. |
Financial instruments |
Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument. Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. |
All financial assets and liabilities are initially measured at transaction price (including transaction costs), except for those financial assets classified as at fair value through profit or loss, which are initially measured at fair value (which is normally the transaction price excluding transaction costs), unless the arrangement constitutes a financing transactions. If an arrangement constitutes a financing transaction, the financial asset or financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. |
Financial assets and liabilities are only offset in the Balance sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the Company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously. |
Debts instruments which comply with all of the condition of paragraph 11.9 of FRS 102 are classified as 'basic'. For debt instruments that do not meet the conditions of FRS 102.11.9, it is considered whether the debt instrument is consistent with the principle in paragraph 11.9A of FRS 102 in order to determine whether it can be classified as basic. Instruments classified as 'basic' financial instruments are subsequently measured at amortised cost using the effective interest method. |
Debt instruments that have no stated interest rate (and do not constitute financing transaction) and are classified as payable or receivable within one year are initially measured at an undiscounted amount of the cash or other consideration expected to be paid or received, net of impairment. |
With the exception of some hedging instruments,. other debt instruments not meeting conditions of being 'basic' financial instruments are measure at fair value through profit or loss. |
Commitments to make and receive loans which meet the conditions mentioned above are measured at cost (which may be not) less impairment. |
Financial assets are derecognised when and only when a) the contractual rights to the cash flows from the financial asset expire or are settled, b) the Company transfers to another party substantially all of the risks and rewards of ownership of the financial assets, or c) the Company, despite having retained some, but not all, significant risk, and rewards of ownership, has transferred control of the assets to another party. |
Financial liabilities are derecognised only when the obligation specified in the contract is discharged, cancelled, or expires. |
3. | CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY |
In the application of the Company's accounting policies, which are described in note 2, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. |
Given the nature of the Company the directors do not believe that there are any critical judgements which are made, or any key sources of estimation used in the preparation of the financial statements. |
Roland DG (U.K.) Limited (Registered number: 04339715) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2024 |
4. | TURNOVER |
The turnover and profit before taxation are attributable to the one principal activity of the company. |
An analysis of turnover by geographical market is given below: |
2024 | 2023 |
£ | £ |
UK & Ireland | 17,558,905 | 17,939,970 |
India | 3,647,319 | 4,357,251 |
5. | EMPLOYEES AND DIRECTORS |
2024 | 2023 |
£ | £ |
Wages and salaries |
Social security costs |
Other pension costs |
The average number of employees during the year was as follows: |
2024 | 2023 |
Sales and marketing | 14 | 15 |
Administration | 4 | 5 |
Service and support | 17 | 18 |
2024 | 2023 |
£ | £ |
Directors' remuneration |
Directors' pension contributions to money purchase schemes |
The number of directors to whom retirement benefits were accruing was as follows: |
Money purchase schemes |
6. | OPERATING PROFIT |
The operating profit is stated after charging/(crediting): |
2024 | 2023 |
£ | £ |
Depreciation - owned assets |
Profit on disposal of fixed assets | ( |
) |
Foreign exchange differences |
Operating lease rentals - land and buildings |
Operating lease rentals - Vehicles |
Operating lease rentals - other |
Roland DG (U.K.) Limited (Registered number: 04339715) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2024 |
7. | AUDITORS' REMUNERATION |
2024 | 2023 |
£ | £ |
Audit of the financial statements | 34,300 | 33,300 |
Audit-related assurance services |
Taxation compliance services | 3,250 | 3,150 |
Other taxation advisory services | - | - |
Other professional compliance services | 1,900 | 1,850 |
Total non-audit fees | 5,150 | 5,000 |
8. | TAXATION |
Analysis of the tax charge |
The tax charge on the profit for the year was as follows: |
2024 | 2023 |
£ | £ |
Current tax: |
UK corporation tax |
Deferred tax |
Tax on profit |
UK corporation tax has been charged at 25% (2023 - 23.43%). |
Reconciliation of total tax charge included in profit and loss |
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below: |
2024 | 2023 |
£ | £ |
Profit before tax |
Profit multiplied by the standard rate of corporation tax in the UK of |
Effects of: |
Expenses not deductible for tax purposes |
Capital allowances in excess of depreciation | ( |
) | ( |
) |
Movement in short-term timing differences | - | 738 |
Total tax charge | 194,274 | 192,145 |
The Company has a potential deferred tax asset at 31 December 2024 of £Nil (2023: £12,358). The asset has not been recognised in the accounts on the basis that there is insufficient evidence to confirm that it will be utilised in the foreseeable future. The deferred tax liability at 31 December 2024 of £78,737 (2023: £Nil) is calculated at 25% (2023: 25%), being the rate at which it is expected that the deferred tax liability will unwind, based on previously enacted rates. |
9. | DIVIDENDS |
2024 | 2023 |
£ | £ |
Ordinary shares of 1 each |
Interim |
Roland DG (U.K.) Limited (Registered number: 04339715) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2024 |
10. | TANGIBLE FIXED ASSETS |
Fixtures |
and | Computer |
fittings | equipment | Totals |
£ | £ | £ |
COST |
At 1 January 2024 |
Additions |
Disposals | ( |
) | ( |
) | ( |
) |
At 31 December 2024 |
DEPRECIATION |
At 1 January 2024 |
Charge for year |
Eliminated on disposal | ( |
) | ( |
) | ( |
) |
At 31 December 2024 |
NET BOOK VALUE |
At 31 December 2024 |
At 31 December 2023 |
11. | STOCKS |
2024 | 2023 |
£ | £ |
Finished goods |
12. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2024 | 2023 |
£ | £ |
Trade debtors |
Amounts owed by group undertakings |
Prepayments and accrued income |
Amounts due from group undertakings are monies owed from Roland DG Europe Holdings B.V. in respect of cost transfer within the normal route of business. |
13. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2024 | 2023 |
£ | £ |
Trade creditors |
Amounts owed to group undertakings |
Tax |
Social security and other taxes |
VAT | 241,458 | 399,267 |
Accruals and deferred income |
Amounts owed to group undertakings are monies owed to Roland DG Holdings B.V. and Roland DG Corporation in respect of Indian sales, also within the normal route of business. Any interest payable is based on market interest rates. |
14. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
2024 | 2023 |
£ | £ |
Accruals and deferred income |
Roland DG (U.K.) Limited (Registered number: 04339715) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2024 |
15. | LEASING AGREEMENTS |
Minimum lease payments under non-cancellable operating leases fall due as follows: |
2024 | 2023 |
£ | £ |
Within one year |
Between one and five years |
16. | FINANCIAL INSTRUMENTS |
Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument. Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. |
17. | PROVISIONS FOR LIABILITIES |
2024 | 2023 |
£ | £ |
Deferred tax | 78,737 | - |
Warranty provision | 23,047 | 15,805 |
Deferred |
tax |
£ |
Provided during year |
Balance at 31 December 2024 |
18. | CALLED UP SHARE CAPITAL |
Allotted and issued: |
Number: | Class: | Nominal | 2024 | 2023 |
value: | £ | £ |
Share capital 1 | 1 | 23,898 | 23,898 |
19. | RESERVES |
Retained |
earnings |
£ |
At 1 January 2024 |
Profit for the year |
Dividends | ( |
) |
At 31 December 2024 |
20. | PENSION COMMITMENTS |
The Company operates defined contribution retirement benefit schemes for all qualifying employees. The total expense charged to profit or loss in the period ended 31 December 2024 was £137,542 (2023: £128,490). Unpaid contributions as at 31 December 2024 total £14,262 (2023: £13,674). |
21. | RELATED PARTY TRANSACTIONS |
The Company has participated in transactions with related parties and has exercised the exemption allowed under FRS 102 not to disclose transactions with entities, 100% of whose voting rights are controlled within the Roland DG group and included in the consolidated financial statements of Roland DG Corporation, the ultimate parent company. |
Roland DG (U.K.) Limited (Registered number: 04339715) |
Notes to the Financial Statements - continued |
for the Year Ended 31 December 2024 |
22. | POST BALANCE SHEET EVENTS |
A proposed dividend payable during 2024 of £567,923 (£23.76 per ordinary share) is subject to approval by the shareholders and has not been included as a liability in these financial statements. |
23. | ULTIMATE CONTROLLING PARTY |
The Company's ultimate parent company is Roland DG Corporation, a company incorporated in Japan. |
During the Fiscal Year 2024, the Company's parent company, Roland DG Corporation, followed a management buy out process (MBO). The main purpose of the MBO is to enhance management efficiency and flexibility, allowing Roland DG Corporation to focus on its long-term growth strategy. |
In May 2024, Roland DG Corporation, has been acquired by the company XYZ K.K. In September 2024, Roland DG Corporation went private after completing the delisting process from the Tokyo Stock Exchange. In December 2024 Roland DG Corporation conducted a corporate merger with its parent company (XYZ K.K.). XYZ K.K. was the surviving company and the XYZ has been renamed to Roland DG Corporation after the merger. |
As a result, the Company's parent company by the end of 2024 is Roland DG Corporation. Copies of the financial statements of Roland DG Corporation are available from the Company's registered office at 1-1-2 Shinmiyakoda, Hamana-ku, Hamamatsu-shi, Shizuoka-ken, 431-2103. Japan. |
In the opinion of the directors the immediate parent company is Roland DG EMEA N.V., a company incorporated in Belgium. Roland DG EMEA N.V. is the parent of the smallest group of which the Company is a member, and for which group financial statements are drawn up. Roland DG Corporation is the parent of the largest group of which the Company is a member, and for which group financial statements are drawn up. |
Copies of the financial statements of Roland DG EMEA N.V. are available from the Company Secretary at the registered address of Roland DG EMEA N.V., Bell-Telephonelaan 2 G, 2440 Geel, Belgium, being the parent of the smallest group of which the Company is a member. |