CAIRE MEDICAL LTD.
COMPANY INFORMATION
Directors
K. Hosako
P. Abbott
(Appointed 17 July 2023)
Company number
04266119
Registered office
5 New Street Square
London
EC4A 3TW
Auditor
Edwin Smith
32 Queens Road
Reading
Berkshire
RG1 4AU
CAIRE MEDICAL LTD.
CONTENTS
Page
Strategic report
1
Directors' report
2 - 3
Independent auditor's report
4 - 6
Income statement
7 - 8
Statement of financial position
9
Statement of changes in equity
10
Notes to the financial statements
11 - 26
CAIRE MEDICAL LTD.
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2024

The directors present the strategic report for the year ended 31 March 2024.true

 

Promoting the success of the company

 

The directors have acted in such a way as to promote the success of the company.

 

They have considered all the likely long-term consequences of decisions made concerning the direction of the business. They have taken into account the interests of the company’s employees in making such decisions. The directors have considered the need to foster the business’ relationship with suppliers and customers. They have actively monitored and looked for ways to improve the impact of the company on the environment and the local community. The directors have sought to apply and monitor the relevant systems and procedures to ensure the highest standards of business conduct. This has included the use of controls in line with the American Sarbanes-Oxley Act which are applied across the Caire Medical group, including Caire Medical Ltd. As the sole member of the company, the directors have not had to consider the fair treatment of all shareholders.

Review of the business

The company provides sales and marketing support services to all European operations for medical respiratory products.

 

The company prepares its financial statements to 31 March each year.

Principal risks and uncertainties

As the company is primarily a support centre for European operations, the principal operational risks are external to the UK market. The company relies on its European operations and subsidiaries to manage its risks due to the competitive market in which it functions.

 

The company manages currency rate risk by maintaining multi-currency bank accounts.

 

The company manages credit risk by performing credit checks on customers and suppliers.

Key performance indicators

The Company's only measurable performance indicator is net profit, 2024 $45,000 (2023 - $347,000)

Other information and explanations

Turnover from repairs and distribution services ceased in FY23 From FY24 the company will be providing only sales and marketing support services to the European operations, which is expected to make future profits.

On behalf of the board

P. Abbott
Director
30 January 2025
- 1 -
CAIRE MEDICAL LTD.
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2024

The directors present their annual report and financial statements for the year ended 31 March 2024.

Principal activities

The company provides sales and marketing support services to all European operations, including its subsidiaries in Germany, France and Italy, for medical respiratory products.

Results and dividends

The results for the year are set out on pages 7 to 8.

Ordinary dividends were paid amounting to $2,450,000. The directors do not recommend payment of a final dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

E. Lawson
(Resigned 17 July 2023)
K. Hosako
P. Abbott
(Appointed 17 July 2023)
Qualifying third party indemnity provisions

The company has made qualifying third party indemnity provisions for the benefit of its directors which were made during the year and remain in force at the reporting date.

Supplier payment policy

The company's current policy concerning the payment of trade creditors is to follow the CBI's Prompt Payers Code (copies are available from the CBI, Centre Point, 103 New Oxford Street, London WC1A 1DU).

 

The company's current policy concerning the payment of trade creditors is to:

 

Trade creditors of the company at the year end were equivalent to 35 day's purchases, based on the average daily amount invoiced by suppliers during the year.

Auditor

In accordance with the company's articles, a resolution proposing that Edwin Smith be reappointed as auditor of the company will be put at a General Meeting.

- 2 -
CAIRE MEDICAL LTD.
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
Statement of directors' responsibilities

The directors are responsible for preparing the annual 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 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:

 

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 of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

Going concern

The company is expected to continue to generate positive cash flows on its own account for the foreseeable future. Thetrue directors have gained assurance that the parent company is in a position to provide positive support if required. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

Small companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.

On behalf of the board
P. Abbott
Director
30 January 2025
- 3 -
CAIRE MEDICAL LTD.
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF CAIRE MEDICAL LTD.
Opinion
- 4 -

We have audited the financial statements of Caire Medical Ltd. (the 'company') for the year ended 31 March 2024 which comprise the income statement, the statement of financial position, the statement of changes in equity and notes to the financial statements, including 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).

In our opinion the financial statements:

Basis for opinion

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

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

 

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

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

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audittrue:

CAIRE MEDICAL LTD.
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF CAIRE MEDICAL LTD. (CONTINUED)
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 directors' report.

 

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

Responsibilities of directors
- 5 -

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

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

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

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, International Financial Reporting Standards, UK taxation legislation and a number of industry specific accreditations which the company must comply with.

We obtained an understanding of how the company complies with these requirements by making enquiries with management and those charged with governance.

We assessed the susceptibility of the financial statements to material misstatement, including how fraud might occur by considering the key risks impacting the financial statements and documenting the controls that the company has established to address risks identified, or that otherwise seek to prevent, deter or detect fraud. In our assessment we considered the risk of management override. Our audit procedures included testing manual journals, including segregation of duties.

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 also confirmed with management that all memberships are accreditations with regulators are valid and up to date.

CAIRE MEDICAL LTD.
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF CAIRE MEDICAL LTD. (CONTINUED)
- 6 -

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.

A further description of our responsibilities is available on the Financial Reporting Council's website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the company’s member 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 member, those matters we are required to state to the member in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s member, for our audit work, for this report, or for the opinions we have formed.

Philip Nixon (Senior Statutory Auditor)
For and on behalf of Edwin Smith, Statutory Auditor
Chartered Accountants
32 Queens Road
Reading
Berkshire
RG1 4AU
5 February 2025
2025-02-05
CAIRE MEDICAL LTD.
INCOME STATEMENT
FOR THE YEAR ENDED 31 MARCH 2024
Continuing
Discontinued
31 March
operations
operations
2024
Notes
$'000
$'000
$'000
Cost of sales
(28)
-
0
(28)
Administrative expenses
(1,384)
-
0
(1,384)
Other operating income
1,478
-
1,478
Profit/(loss) on disposal of operations
3
43
-
0
43
Exceptional items - lease surrender
3
(43)
-
(43)
Exceptional items - other
3
(13)
-
(13)
Operating profit
5
53
-
53
Interest receivable and similar income
7
1
-
0
1
Profit before taxation
54
-
54
Tax on profit
10
(9)
-
(9)
Profit and total comprehensive income for the financial year
45
-
45
- 7 -
CAIRE MEDICAL LTD.
INCOME STATEMENT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
Continuing
Discontinued
31 March
operations
operations
2023
as restated
Notes
$'000
$'000
$'000
Turnover
4
-
2,056
2,056
Cost of sales
-
0
(1,649)
(1,649)
Gross (loss)/profit
-
407
407
Administrative expenses
(1,541)
(23)
(1,564)
Other operating income
1,747
-
1,747
Exceptional items - lease surrender
3
(170)
-
(170)
Operating profit
5
36
384
420
Interest payable and similar charges
8
(10)
-
(10)
Profit before taxation
26
384
410
Tax on profit
10
10
(73)
(63)
Profit and total comprehensive income for the financial year
36
311
347
- 8 -
CAIRE MEDICAL LTD.
STATEMENT OF FINANCIAL POSITION
AS AT
31 MARCH 2024
31 March 2024
2024
2023
Notes
$'000
$'000
$'000
$'000
Fixed assets
Tangible fixed assets
12
-
0
319
Deferred tax asset
18
182
191
182
510
Current assets
Debtors
14
2,339
4,755
Cash at bank and in hand
714
939
3,053
5,694
Creditors: amounts falling due within one year
15
(186)
(348)
Net current assets
2,867
5,346
Total assets less current liabilities
3,049
5,856
Creditors: amounts falling due after more than one year
15
-
0
(232)
Provisions for liabilities
Other provisions
19
-
0
(170)
Net assets
3,049
5,454
Capital and reserves
Called up share capital
21
-
0
-
0
Profit and loss reserves
3,049
5,454
Total equity
3,049
5,454
The financial statements were approved by the board of directors and authorised for issue on 30 January 2025 and are signed on its behalf by:
K. Hosako
P. Abbott
Director
Director
Company registration number 04266119 (England and Wales)
- 9 -
CAIRE MEDICAL LTD.
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024
Share capital
Profit and loss reserves
Total
Notes
$'000
$'000
$'000
Balance at 1 April 2022
-
6,169
6,169
Year ended 31 March 2023:
Profit and total comprehensive income for the year
-
347
347
Transactions with owners in their capacity as owners:
Dividends
11
-
(1,062)
(1,062)
Balance at 31 March 2023
-
5,454
5,454
Year ended 31 March 2024:
Profit and total comprehensive income for the year
-
45
45
Transactions with owners in their capacity as owners:
Dividends
11
-
(2,450)
(2,450)
Balance at 31 March 2024
-
3,049
3,049
- 10 -
CAIRE MEDICAL LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
Company information

Caire Medical Ltd. is a private company limited by shares incorporated in England and Wales. The registered office is 5 New Street Square, London, EC4A 3TW. The company's principal activities and nature of its operations are disclosed in the directors' report.

1.1
Accounting convention

The financial statements have been prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (FRS 101) and in accordance with applicable accounting standards.

The financial statements are prepared in US Dollars which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest $'000.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

The company has taken advantage of the following disclosure exemptions under FRS 101:

 

Where required, equivalent disclosures are given in the group accounts of Caire Inc. The group accounts of Caire Inc are available to the public and can be obtained from the registered office.

1.2
Going concern

The company is expected to continue to generate positive cash flows on its own account for the foreseeable future.true The directors have gained assurance that the parent company is in a position to provide positive support if required. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

1.3
Turnover
- 11 -

Turnover is measured based on the consideration specified in a contract with a customer and excludes amounts collected on behalf of third parties. The company recognises revenue when it transfers control of a product or service to a customer.

 

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

CAIRE MEDICAL LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
1.4
Intangible assets other than goodwill
- 12 -

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

 

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

In accordance with group policy the intangible assets were fully amortised in the prior year and will be carried forward at nil book value.

1.5
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Leasehold land and buildings
Over the term of the lease
Fixtures and fittings
6 - 7 years straight line

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

1.6
Impairment of tangible and intangible assets

At each reporting end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

 

Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

CAIRE MEDICAL LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
1.7
Cash at bank and in hand

Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.8
Financial assets
- 13 -

Financial assets are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.

 

At initial recognition, financial assets classified as fair value through profit and loss are measured at fair value and any transaction costs are recognised in profit or loss. Financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs.

Financial assets at fair value through profit or loss

When any of the above-mentioned conditions for classification of financial assets is not met, a financial asset is classified as measured at fair value through profit or loss. Financial assets measured at fair value through profit or loss are recognized initially at fair value and any transaction costs are recognised in profit or loss when incurred. A gain or loss on a financial asset measured at fair value through profit or loss is recognised in profit or loss, and is included within finance income or finance costs in the statement of income for the reporting period in which it arises.

Financial assets held at amortised cost

Financial assets with fixed or determinable payments and fixed maturity dates that the Company has the positive intent and ability to hold to maturity are classified as held to maturity investments.

 

Held to maturity investments are measured at amortised cost using the effective interest method less any impairment, with revenue recognised on an effective yield basis.

 

The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating the interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the debt instrument to the net carrying amount on initial recognition.

Trade Debtors, loans and other receivables that have fixed or determinable payments that are not quoted in an active market are classified as loans and receivables. Loans and receivables are measured at amortised cost using the effective interest method, less any impairment.

 

Interest is recognised by applying the effective interest rate, except for short-term receivables when the recognition of interest would be immaterial. The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating the interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the debt instrument to the net carrying amount on initial recognition.

Impairment of financial assets

Financial assets carried at amortised cost and FVOCI are assessed for indicators of impairment at each reporting end date.

 

The expected credit losses associated with these assets are estimated on a forward-looking basis. A broad range of information is considered when assessing credit risk and measuring expected credit losses, including past events, current conditions, and reasonable and supportable forecasts that affect the expected collectability of the future cash flows of the instrument.

 

For trade receivables, the simplified approach permitted by IFRS 9 is applied, which requires expected lifetime losses to be recognised from initial recognition of the receivables.

CAIRE MEDICAL LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.

1.9
Financial liabilities
- 14 -

The company recognises financial debt when the company becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'other financial liabilities'.

Other financial liabilities

Other financial liabilities, including borrowings, trade payables and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.

Derecognition of financial liabilities

Financial liabilities are derecognised when, and only when, the company’s obligations are discharged, cancelled, or they expire.

1.10
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.11
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

CAIRE MEDICAL LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
1.12
Provisions

Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event and 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.

 

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows.

 

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.

1.13
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of inventories or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.14
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.15
Leases
- 15 -

At inception, the company assesses whether a contract is, or contains, a lease within the scope of IFRS 16. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Where a tangible asset is acquired through a lease, the company recognises a right-of-use asset and a lease liability at the lease commencement date. Right-of-use assets are included within tangible fixed assets, apart from those that meet the definition of investment property.

The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date plus any initial direct costs and an estimate of the cost of obligations to dismantle, remove, refurbish or restore the underlying asset and the site on which it is located, less any lease incentives received.

 

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The estimated useful lives of right-of-use assets are determined on the same basis as those of other tangible fixed assets. The right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

The lease liability is initially measured at the present value of the lease payments that are unpaid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the company's incremental borrowing rate. Lease payments included in the measurement of the lease liability comprise fixed payments, variable lease payments that depend on an index or a rate, amounts expected to be payable under a residual value guarantee, and the cost of any options that the company is reasonably certain to exercise, such as the exercise price under a purchase option, lease payments in an optional renewal period, or penalties for early termination of a lease.

CAIRE MEDICAL LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 16 -

The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change in: future lease payments arising from a change in an index or rate; the company's estimate of the amount expected to be payable under a residual value guarantee; or the company's assessment of whether it will exercise a purchase, extension or termination option. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

The company has elected not to recognise right-of-use assets and lease liabilities for short-term leases of machinery that have a lease term of 12 months or less, or for leases of low-value assets including IT equipment. The payments associated with these leases are recognised in profit or loss on a straight-line basis over the lease term.

In the comparative period, as a lessee applying IAS 17, the company classified leases as finance leases whenever the terms of the lease transferred substantially all the risks and rewards of ownership to the lessees. All other leases were classified as operating leases.

1.16
Foreign exchange

Transactions are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

2
Critical accounting estimates and judgements

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount 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.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods..

3
Exceptional items
2024
2023
$'000
$'000
Income
Exceptional profit or loss on disposal of assets
43
-
Expenditure
Exceptional costs relating to lease surrender
43
170
Exceptional costs other
13
-
56
170
Net exceptional income/(expenditure)
(13)
(170)
CAIRE MEDICAL LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
3
Exceptional items
(Continued)

In April 2023 the company surrendered the lease on the property in Wokingham. The settlement costs for the lease surrender and dilapidations were provided for at 31 March 2023. Additionally the photocopier lease was terminated and a settlement figure was agreed and provided for at 31 March 2023.

4
Turnover and other income

An analysis of the company's turnover is as follows:

2024
2023
$'000
$'000
Turnover analysed by class of business
Supplies of services
-
2,056
2024
2023
$'000
$'000
Other income
Management fees
1,477
1,744
5
Operating profit
2024
2023
Operating profit for the year is stated after charging/(crediting):
$'000
$'000
Exchange losses/(gains)
32
(29)
Fees payable to the company's auditor for the audit of the company's financial statements
26
33
Depreciation of ROU assets
-
139
Depreciation of property, plant and equipment
-
7
Profit on disposal of tangible fixed assets
-
(8)
Cost of inventories recognised as an expense
-
0
1,499
6
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2024
2023
Number
Number
13
14
- 17 -
CAIRE MEDICAL LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
6
Employees
(Continued)

Their aggregate remuneration comprised:

2024
2023
$'000
$'000
Wages and salaries
1,027
1,145
Social security costs
98
82
Pension costs
56
51
1,181
1,278
7
Interest receivable and similar income
2024
2023
$'000
$'000
Interest income
Interest on bank deposits
1
-
0
8
Interest payable and similar expenses
2024
2023
$'000
$'000
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
-
1
Interest on lease liabilities
-
9
-
10
9
Discontinued operations

During the prior year, the company ceased repairs and distribution services.

The results of the discontinued business, which have been included in the income statement, were as follows:
2024
2023
$'000
$'000
Revenue
-
2,056
Operating expenses
-
(1,672)
(Loss)/profit before taxation
-
384
Income tax expense
-
(73)
Net (loss)/profit attributable to discontinuation
-
0
311
- 18 -
CAIRE MEDICAL LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
10
Taxation
Continuing operations
Discontinued operations
Continuing and discontinued operations
2024
2023
2024
2023
2024
2023
$'000
$'000
$'000
$'000
$'000
$'000
Current tax
UK corporation tax on profits for the current period
-
(5)
-
0
-
0
-
(5)
Deferred tax
Origination and reversal of temporary differences
9
(5)
-
0
73
9
68
Total tax charge
9
(10)
-
73
9
63
- 19 -
CAIRE MEDICAL LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
10
Taxation
(Continued)

The charge for the year can be reconciled to the profit per the profit and loss account as follows:

2024
2023
$'000
$'000
Profit before taxation
54
410
Expected tax charge based on a corporation tax rate of 19.00% (2023: 19.00%)
10
78
Effect of expenses not deductible in determining taxable profit
1
8
Utilisation of tax losses not previously recognised
(9)
(84)
Permanent capital allowances in excess of depreciation
(2)
(2)
Deferred tax movement
9
63
Taxation charge for the year
9
63
11
Dividends
2024
2023
2024
2023
Amounts recognised as distributions:
per share
per share
Total
Total
cents
cents
$'000
$'000
Ordinary shares
Final dividend paid
0.08
0.03
2,450
1,062
12
Tangible fixed assets
Leasehold land and buildings
Plant and equipment
Fixtures and fittings
Total
$'000
$'000
$'000
$'000
Cost
At 1 April 2023
733
-
0
146
879
Disposals
(733)
-
0
(146)
(879)
At 31 March 2024
-
0
-
0
-
0
-
0
Accumulated depreciation and impairment
At 1 April 2023
414
-
0
146
560
Eliminated on disposal
(414)
-
0
(146)
(560)
At 31 March 2024
-
0
-
0
-
0
-
0
Carrying amount
At 31 March 2024
-
0
-
0
-
0
-
0
At 31 March 2023
319
-
0
-
0
319
- 20 -
CAIRE MEDICAL LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
13
Intangible fixed assets
Patents & licences
$'000
Cost
At 31 March 2023
808
At 31 March 2024
808
Amortisation and impairment
At 31 March 2023
808
At 31 March 2024
808
Carrying amount
At 31 March 2024
-
0
At 31 March 2023
-
0
14
Debtors
2024
2023
$'000
$'000
Trade debtors
-
107
Provision for bad and doubtful debts
-
(2)
-
0
105
Amounts owed by fellow group undertakings
2,269
4,628
Prepayments and accrued income
70
22
2,339
4,755

Trade debtors disclosed above are classified as loans and receivables and are therefore measured at amortised cost.

15
Creditors
Due within one year
Due after one year
2024
2023
2024
2023
Notes
$'000
$'000
$'000
$'000
Creditors
16
186
220
-
0
-
0
Taxation and social security
-
19
-
-
Lease liabilities
17
-
0
109
-
0
232
186
348
-
0
232
- 21 -
CAIRE MEDICAL LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
16
Creditors
2024
2023
$'000
$'000
Trade creditors
10
43
Amounts owed to fellow group undertakings
9
1
Accruals and deferred income
167
176
186
220
17
Lease liabilities
2024
2023
Maturity analysis
$'000
$'000
Within one year
-
0
109
In two to five years
-
0
232
Total undiscounted liabilities
-
0
341

Lease liabilities are classified based on the amounts that are expected to be settled within the next 12 months and after more than 12 months from the reporting date, as follows:

2024
2023
$'000
$'000
Current liabilities
-
0
109
Non-current liabilities
-
0
232
-
0
341
2024
2023
Amounts recognised in profit or loss include the following:
$'000
$'000
Interest on lease liabilities
-
9
Other leasing information is included in note 23.
- 22 -
CAIRE MEDICAL LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
18
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon during the current and prior reporting period.

Accelerated capital allowances
Tax losses
Total
$'000
$'000
$'000
Asset at 1 April 2022
(10)
(249)
(259)
Deferred tax movements in prior year
Charge/(credit) to profit or loss
1
112
113
Effect of change in tax rate - profit or loss
(3)
(42)
(45)
Asset at 1 April 2023
(12)
(179)
(191)
Deferred tax movements in current year
Charge/(credit) to profit or loss
-
9
9
Asset at 31 March 2024
(12)
(170)
(182)

Deferred tax assets and liabilities are offset in the financial statements only where the company has a legally enforceable right to do so.

Deferred tax has been calculated at the full main rate of corporation tax in the UK from 1 April 2024 being 25% (2023 - 25%).

19
Provisions for liabilities
2024
2023
$'000
$'000
Dilapidations
-
0
98
Lease surrender
-
0
72
-
0
170
Movements on provisions:
Dilapidations
Lease surrender
Total
$'000
$'000
$'000
At 1 April 2023
98
72
170
Utilisation of provision
(98)
(72)
(170)
At 31 March 2024
-
0
-
0
-
0
- 23 -
CAIRE MEDICAL LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
20
Retirement benefit schemes
2024
2023
Defined contribution schemes
$'000
$'000
Charge to profit or loss in respect of defined contribution schemes
56
51

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

21
Share capital
2024
2023
2024
2023
Ordinary shares of £0.0000000333 each
30,075,569
30,075,569
1
1

Share capital is disclosed above in the currency in which it is denominated, being GBP. The value in USD is $1 (2022 - $1).

22
Non-distributable reserve

The "other reserve" is a capital reserve, which is non-distributable until such time as the assets it relates to are disposed, or upon winding up of the company, whichever is earliest.

 

During the prior year the assets were disposed of and the reserve was cancelled.

- 24 -
CAIRE MEDICAL LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
23
Other leasing information
Lessee

Amounts recognised in profit or loss as an expense during the period in respect of lease arrangements are as follows:

2024
2023
$'000
$'000
Expense relating to leases of low-value assets
9
27

Set out below are the future cash outflows to which the lessee is potentially exposed that are not reflected in the measurement of lease liabilities:

2024
2023
Operating leases apart from land and buildings
$'000
$'000
Within one year
12
5
Between two and five years
20
15
32
20
Lessor

During the year the company sublet an area of the warehouse. There was no formal rent agreement in place and the arrangement terminated when the company vacate the building in April 2023.

2024
2023
Amounts recognised in profit or loss include the following:
$'000
$'000
Income from subleasing right-of-use assets
1
3

The lease was surrendered in April 2023 and all resulting liabilities settled in the year.

Information relating to lease liabilities is included in note 17.
- 25 -
CAIRE MEDICAL LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
24
Related party transactions
Remuneration of key management personnel

The company has claimed the exemption from disclosing the remuneration of key management personnel.

Other transactions with related parties

The company has taken advantage of the exemption from disclosing transactions with wholly owned fellow subsidiary companies of the group.

The following amounts were outstanding at the reporting end date:

2024
2023
Amounts due to related parties
$'000
$'000
Other related parties
9
-
0

The following amounts were outstanding at the reporting end date:

2024
2023
Amounts due from related parties
$'000
$'000
Other related parties
2,269
4,628
25
Controlling party

The immediate parent company of Caire Medical Ltd is Caire Inc, a company incorporated in America. Copies of the group accounts are available from 2200 Airport Industrial Drive, Suite 500, Ball Ground, GA 30107, USA.

 

The ultimate parent company of Caire Medical Ltd. is Niterra Co. Ltd (name changed from NGK Spark Plug Co. Ltd, on 1 April 2023) a company incorporated in Japan. Copies of the group accounts are available from 1-1-1 Higashisakura, Higashi-ku, Nagoya 461-0005, Japan.

- 26 -
2024-03-312023-04-01E. LawsonK. HosakoP. AbbotttruefalseCCH SoftwareiXBRL Review & Tag 2024.2042661192023-04-012024-03-3104266119bus:Director22023-04-012024-03-3104266119bus:Director32023-04-012024-03-3104266119bus:Director12023-04-012024-03-3104266119bus:Director32024-03-3104266119bus:RegisteredOffice2023-04-012024-03-3104266119bus:Director12024-03-31042661192024-03-3104266119core:ContinuingOperations2023-04-012024-03-3104266119core:DiscontinuedOperations2023-04-012024-03-3104266119core:ContinuingOperations2022-04-012023-03-3104266119core:DiscontinuedOperations2022-04-012023-03-31042661192022-04-012023-03-3104266119core:ContinuingOperations12023-04-012024-03-3104266119core:DiscontinuedOperations22023-04-012024-03-310426611912023-04-012024-03-3104266119core:Exceptional32023-04-012024-03-3104266119core:ContinuingOperations22023-04-012024-03-310426611922023-04-012024-03-3104266119core:ContinuingOperations12022-04-012023-03-310426611912022-04-012023-03-3104266119core:ContinuingOperationsdpl:Item12023-04-012024-03-3104266119core:DiscontinuedOperationsdpl:Item12023-04-012024-03-3104266119dpl:Item12023-04-012024-03-3104266119core:ContinuingOperationsdpl:Item12022-04-012023-03-3104266119core:DiscontinuedOperationsdpl:Item12022-04-012023-03-3104266119dpl:Item12022-04-012023-03-3104266119core:RetainedEarningsAccumulatedLosses2022-04-012023-03-3104266119core:RetainedEarningsAccumulatedLosses2023-04-012024-03-31042661192023-03-3104266119core:LandBuildingscore:LeasedAssetsHeldAsLessee2024-03-3104266119core:PlantMachinery2024-03-3104266119core:FurnitureFittings2024-03-3104266119core:ContinuingOperations2024-03-3104266119core:LandBuildingscore:LeasedAssetsHeldAsLessee2023-03-3104266119core:PlantMachinery2023-03-3104266119core:FurnitureFittings2023-03-3104266119core:AcceleratedTaxDepreciationDeferredTax2022-03-3104266119core:TaxLossesCarry-forwardsDeferredTax2022-03-31042661192022-03-3104266119core:AcceleratedTaxDepreciationDeferredTax2023-03-3104266119core:TaxLossesCarry-forwardsDeferredTax2023-03-3104266119core:AcceleratedTaxDepreciationDeferredTax2024-03-3104266119core:TaxLossesCarry-forwardsDeferredTax2024-03-3104266119core:CurrentFinancialInstruments2024-03-3104266119core:CurrentFinancialInstruments2023-03-3104266119core:Non-currentFinancialInstruments2024-03-3104266119core:Non-currentFinancialInstruments2023-03-3104266119core:ShareCapital2024-03-3104266119core:ShareCapital2023-03-3104266119core:RetainedEarningsAccumulatedLosses2024-03-3104266119core:RetainedEarningsAccumulatedLosses2023-03-3104266119core:RetainedEarningsAccumulatedLosses2022-03-3104266119core:LandBuildingscore:LeasedAssetsHeldAsLessee2023-04-012024-03-3104266119core:FurnitureFittings2023-04-012024-03-3104266119core:FinancialInstrumentsFairValueThroughProfitOrLoss2023-04-012024-03-3104266119core:Held-to-maturityFinancialAssets2023-04-012024-03-3104266119core:LoansReceivables2023-04-012024-03-3104266119core:FinancialAssetsAmortisedCost2023-04-012024-03-3104266119core:FinancialLiabilitiesAmortisedCost2023-04-012024-03-3104266119core:Exceptional2023-04-012024-03-3104266119core:Exceptional2022-04-012023-03-3104266119dpl:Item22023-04-012024-03-3104266119dpl:Item22022-04-012023-03-3104266119core:UKTaxcore:DiscontinuedOperations2023-04-012024-03-3104266119core:UKTaxcore:DiscontinuedOperations2022-04-012023-03-31042661192023-03-3104266119core:PlantMachinery2023-04-012024-03-3104266119core:CopyrightsPatentsTrademarksServiceOperatingRights2023-03-3104266119core:CopyrightsPatentsTrademarksServiceOperatingRights2024-03-3104266119core:CurrentFinancialInstrumentscore:WithinOneYear2024-03-3104266119core:CurrentFinancialInstrumentscore:WithinOneYear2023-03-3104266119core:Non-currentFinancialInstrumentscore:AfterOneYear2024-03-3104266119core:Non-currentFinancialInstrumentscore:AfterOneYear2023-03-3104266119core:DecommissioningRestorationDilapidations2024-03-3104266119core:DecommissioningRestorationDilapidations2023-03-3104266119core:VacantProperties2024-03-3104266119core:VacantProperties2023-03-3104266119core:ContinuingOperations2023-03-3104266119core:VacantProperties2022-03-3104266119core:DecommissioningRestorationDilapidations2023-04-012024-03-3104266119core:VacantProperties2023-04-012024-03-3104266119core:CapitalReserve2023-04-012024-03-3104266119core:OtherRelatedParties2024-03-3104266119core:OtherRelatedParties2023-03-3104266119bus:PrivateLimitedCompanyLtd2023-04-012024-03-3104266119bus:FRS1012023-04-012024-03-3104266119bus:Audited2023-04-012024-03-3104266119bus:FullAccounts2023-04-012024-03-31xbrli:purexbrli:sharesiso4217:USDiso4217:GBP