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Registered number: 03242584












ARMSTRONG (U.K.) INVESTMENTS
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

 

ARMSTRONG (U.K.) INVESTMENTS

CONTENTS



Page
Company information
 
1
Strategic report
 
2
Directors' report
 
3
Directors' responsibilities statement
 
4
Independent auditor's report
 
5 - 8
Profit and loss account
 
9
Balance sheet
 
10
Statement of changes in equity
 
11
Notes to the financial statements
 
12 - 21


 

ARMSTRONG (U.K.) INVESTMENTS
 
COMPANY INFORMATION


Directors
M A Laikin 
W M Willis-Jones 




Company secretary
M J Bignell



Registered number
03242584



Registered office
Harman House
Ground Floor

1 George Street

Uxbridge

Middlesex

UB8 1QQ




Independent auditor
Blick Rothenberg Audit LLP
Chartered Accountants & Statutory Auditor

16 Great Queen Street

Covent Garden

London

WC2B 5AH




Page 1

 

ARMSTRONG (U.K.) INVESTMENTS
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022

Principal activities
 
The Company is a holding Company for a group of companies which manufacture and sell building materials and commercial improvement products.

Business review
 
The Company's results for the year are set out on page 9. The Company's losses for the financial year after taxation was £5,160,956 (2021: £27,667).
Since the Company is a non-trading holding Company the directors believe that analysis using key performance indicators is not necessary or appropriate for an understanding of the development, performance or position of the business of the Company.
The Company holds an investment in Knauf Ceiling Solutions Limited. The business has seen a declining demand for metal ceilings both in the UK and in Europe due to intense competition from small local suppliers in many markets. Consequently, following a review of the metal ceilings business of Knauf, it was decided to shut the factory in Stafford in October 2023 which is owned by Knauf Ceiling Solutions Limited and concentrate production in one plant owned by Knauf. As a result, it is expected the scale of Knauf Ceiling Solutions Limited will be reduced to that of a sales agent for other plants and therefore the value of the business needs to be adjusted to reflect this. The investment held in Knauf Ceiling Solutions Limited has been written down to £nil during the year. The factory closure will be completed in early 2025.

Principal risks and uncertainties
 
From the perspective of the Company, the principal risks and uncertainties are integrated with the principal risks of Gebr. Knauf KG, the Company's ultimate parent company, and are not managed separately. Accordingly, the principal risks and uncertainties of Gebr. Knauf KG, which include those of the Company, are discussed in the directors' report Gebr. Knauf KG's financial statements. 

Future developments
 
The most significant operational affiliate of the Company is Knauf Ceiling Solutions UK Limited. Due to surplus
production capacity within the Knauf Group a review took place in 2023 and it was decided to close the plant
based in Stafford. Following the closure of the Stafford plant it is expected that Knauf Ceiling Solutions Limited
will return to profitability in 2025 when some of the ongoing contracts connected with the plant have unwound.

Post balance sheet events
 
Post year-end, the Company dissolved its investments in Ceiling Solutions Armstrong FZE, Armstrong World
Industries Mauritius and Worthington Armstrong Ventures Mauritius. The Company realised no gain or loss on
the dissolution of these investments.


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



M A Laikin
Director

Date: 28 January 2025

Page 2

 

ARMSTRONG (U.K.) INVESTMENTS

DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022

The directors present their report and the financial statements for the year ended 31 December 2022.

Results and dividends

The loss for the year, after taxation, amounted to £5,160,956 (2021 - loss £27,667).

An interim dividend of £713,769 (2021: £nil) was declared in the financial year and paid on 29 March 2023 following receipt of a dividend from a subsidiary undertaking.

Directors

The directors who served during the year were:

M A Laikin 
W M Willis-Jones 

Disclosure of information to auditor

Each of the persons who are directors at the time when this directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditor is unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.

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





M A Laikin
Director

Date: 28 January 2025

Page 3

 

ARMSTRONG (U.K.) INVESTMENTS
 
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2022

The directors are responsible for preparing the strategic report, the directors' report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

 In preparing these financial statements, the directors are required to:

select suitable accounting policies for the Company's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Page 4

 

ARMSTRONG (U.K.) INVESTMENTS

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ARMSTRONG (U.K.) INVESTMENTS
 FOR THE YEAR ENDED 31 DECEMBER 2022

Opinion


We have audited the financial statements of Armstrong (U.K.) Investments (the 'Company') for the year ended 31 December 2022, which comprise the profit and loss account, the balance sheet, the statement of changes in equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Company's affairs as at 31 December 2022 and of its loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


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


Conclusions relating to going concern


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


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


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


Page 5

 

ARMSTRONG (U.K.) INVESTMENTS

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ARMSTRONG (U.K.) INVESTMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022

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


We have nothing to report in this regard.


Opinion on other matters prescribed by the Companies Act 2006
 

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


the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.


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


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


Responsibilities of directors
 

As explained more fully in the directors' responsibilities statement set out on page 4, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


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

Page 6

 

ARMSTRONG (U.K.) INVESTMENTS

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ARMSTRONG (U.K.) INVESTMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022

Auditor's responsibilities for the audit of the financial statements
 

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


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

the engagement partner ensured that the engagement team collectively had the appropriate competence,
capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
we identified the laws and regulations applicable to the Company through discussions with directors and
other management, and from our commercial knowledge and experience of the industry;
we focused on specific laws and regulations which we considered may have a direct material effect on the
financial statements or the operations of the Company, including the Companies Act 2006 and taxation
legislation;
we assessed the extent of compliance with the laws and regulations identified above through making
enquiries of management; and
identified laws and regulations were communicated within the audit team regularly and the team remained
alert to instances of non-compliance throughout the audit

We assessed the susceptibility of the Company’s financial statements to material misstatement, including
obtaining an understanding of how fraud might occur, by:

making enquiries of management as to where they considered there was susceptibility to fraud, their
knowledge of actual, suspected and alleged fraud; and
considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and
regulations.

To address the risk of fraud through management bias and override of controls, we:

performed analytical procedures to identify any unusual or unexpected relationships;
tested a sample of journal entries to identify unusual transactions;
assessed whether judgements and assumptions made in determining the accounting estimates set out in
note 3 were indicative of potential bias; and
investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures
which included, but were not limited to:

agreeing financial statement disclosures to underlying supporting documentation;
reading the minutes of meetings of those charged with governance;
enquiring of management as to actual and potential litigation and claims; and
reviewing correspondence with HM Revenue and Customs.

Page 7

 

ARMSTRONG (U.K.) INVESTMENTS

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ARMSTRONG (U.K.) INVESTMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022



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


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


Use of our report
 

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.





Nils Schmidt-Soltau (senior statutory auditor)
  
for and on behalf of
Blick Rothenberg Audit LLP
 
Chartered Accountants
Statutory Auditor
  
16 Great Queen Street
Covent Garden
London
WC2B 5AH

30 January 2025
Page 8

 

ARMSTRONG (U.K.) INVESTMENTS
 
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2022

2022
2021
£000
£000

  

Administrative expenses
  
(27)
(28)

Operating loss
  
(27)
(28)

Amounts written off investments
  
(5,134)
-

Loss before tax
  
(5,161)
(28)

Loss for the financial year
  
(5,161)
(28)

There are no items of other comprehensive income for 2022 or 2021 other than the loss for the year. As a result, no separate statement of comprehensive income has been presented.

The notes on pages 12 to 21 form part of these financial statements.

Page 9


 
REGISTERED NUMBER:03242584
ARMSTRONG (U.K.) INVESTMENTS

BALANCE SHEET
AS AT 31 DECEMBER 2022

2022
2021
Note
£000
£000

Fixed assets
  

Investments
 7 
404
5,538

Current assets
  

Debtors: amounts falling due within one year
 8 
16
278

Cash at bank and in hand
  
262
2

  
278
280

Creditors: amounts falling due within one year
 9 
(36)
(11)

Net current assets
  
 
 
242
 
 
269

Total assets less current liabilities
  
646
5,807

  

Net assets
  
646
5,807


Capital and reserves
  

Called up share capital 
 10 
1
1

Other reserves
 11 
5,409
5,409

Profit and loss account
 11 
(4,764)
397

  
646
5,807


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




M A Laikin
Director

Date: 28 January 2025

The notes on pages 12 to 21 form part of these financial statements.

Page 10

 

ARMSTRONG (U.K.) INVESTMENTS

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


Called up share capital
Other reserves
Profit and loss account
Total equity

£000
£000
£000
£000


At 1 January 2021
1
5,409
425
5,835


Comprehensive income for the year

Loss for the year

-
-
(28)
(28)


Other comprehensive income for the year
-
-
-
-


Total comprehensive income for the year
-
-
(28)
(28)


Total transactions with owners
-
-
-
-



At 1 January 2022
1
5,409
397
5,807


Comprehensive income for the year

Loss for the year

-
-
(5,161)
(5,161)


Other comprehensive income for the year
-
-
-
-


Total comprehensive income for the year
-
-
(5,161)
(5,161)


Total transactions with owners
-
-
-
-


At 31 December 2022
1
5,409
(4,764)
646


The notes on pages 12 to 21 form part of these financial statements.

Page 11

 

ARMSTRONG (U.K.) INVESTMENTS

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

1.


General information

Armstrong (U.K.) Investments is a holding Company for a group of companies which manufacture and sell building materials and commercial improvement products.
The Company is a private company limited by shares and incorporated in England and Wales. The address of its registered office and principal place of business is Harman House, 1 George Street, Uxbridge, Middlesex, United Kingdom, UB8 1QQ.
The financial statements are presented in Sterling (£), which is the functional currency of the Company. Monetary amounts in these financial statements are rounded to the nearest £000. 

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).

The company was, at the end of the year, a wholly-owned subsidiary of Gebr. Knauf KG, whose registered address is given in Note 12. Gebr. Knauf KG prepares consolidated financial statements, in which the company is included. In accordance with the exemption given in Section 401 of the Companies Act 2006, the company is not required to produce, and has not published, consolidated accounts.

The following principal accounting policies have been applied:

  
2.2

Going concern

After making enquiries, the directors have a reasonable expectation that the company has adequate
resources to continue in operational existence and meet its liabilities as they fall due for the foreseeable future, being a period of at least twelve months from the date these financial statements
were approved. Accordingly, they continue to adopt the going concern basis in preparing the financial
statements.

Page 12

 

ARMSTRONG (U.K.) INVESTMENTS

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

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

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

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

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

 
2.4

Current taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

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

 
2.5

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.6

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.7

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

Page 13

 

ARMSTRONG (U.K.) INVESTMENTS

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.8

Creditors

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


2.9

Financial instruments

The Company has elected to apply Sections 11 and 12 of FRS 102 in respect of financial instruments.

Financial assets and financial liabilities are recognised when the Company becomes 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. An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities. 
 
The Company’s policies for its major classes of financial assets and financial liabilities are set out below. 

Financial assets
Basic financial assets, including trade and other debtors, cash and bank balances, intercompany working capital balances, and intercompany financing are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.

Such assets are subsequently carried at amortised cost using the effective interest method, less any impairment.

Financial liabilities

Basic financial liabilities, including trade and other creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Page 14

 

ARMSTRONG (U.K.) INVESTMENTS

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)





Financial instruments (continued)

Impairment of financial assets
Financial assets measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the profit and loss account. 

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between the asset's carrying amount and the best estimate of the amount the Company would receive for the asset if it were to be sold at the reporting date. 

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

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets and financial liabilities
Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) despite having retained some significant risks and rewards of ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions. 
 
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.

Offsetting of financial assets and financial liabilities
Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

 
2.10

Dividends

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

Page 15

 

ARMSTRONG (U.K.) INVESTMENTS

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

An entity should disclose the judgements, apart from those involving estimations, that management has made in the process of applying the accounting policies and that have the most significant effect on the amounts recognised in those financial statements. 

Carrying value of the Company's investment in group undertakings

The main sensitivity around the carrying value of investments and their recoverable amount is the future trading performance of the investee companies. The directors have conducted a review of the carrying value of investments and deemed it necessary to impair the investment in the company's principal trading subsidiary, Knauf Ceiling Solutions Limited (see note 7).


4.


Auditor's remuneration

During the year, the Company obtained the following services from the Company's auditor:


2022
2021
£000
£000

Fees payable to the Company's auditor for the audit of the Company's financial statements
11
6


5.


Employees




The Company has no employees other than the directors, who did not receive any remuneration (2021 - £NIL).

Page 16

 

ARMSTRONG (U.K.) INVESTMENTS

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

6.


Taxation


2022
2021
£000
£000



Total current tax
-
-


Tax on loss
-
-

Factors affecting tax charge for the year

The tax assessed for the year is higher than (2021 - higher than) the standard rate of corporation tax in the UK of 19% (2021 - 19%). The differences are explained below:

2022
2021
£000
£000


Loss on ordinary activities before tax
(5,161)
(28)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2021 - 19%)
(981)
(5)

Effects of:


Non-tax deductible impairment charge
976
-

Unrelieved tax losses carried forward
5
5

Total tax charge for the year
-
-


Factors that may affect future tax charges

In the Spring Budget 2021, the UK Government announced that from 1 April 2023 the corporation tax rate would increase to 25% for companies with profits of over £250,000. A small profits rate has also been introduced for companies with profits of £50,000 or less so that they continue to pay corporation tax at 19%. From this date companies with profits between £50,000 and £250,000 will pay tax at the main rate of 25% reduced by a marginal relief providing a gradual increase in the effective corporation tax rate. This law has been substantively enacted.

Page 17

 

ARMSTRONG (U.K.) INVESTMENTS

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

7.


Fixed asset investments





Shares in group undertakings

£000



Cost or valuation


At 1 January 2022
5,538



At 31 December 2022

5,538



Impairment


Charge for the period
5,134



At 31 December 2022

5,134



Net book value



At 31 December 2022
404



At 31 December 2021
5,538

The impairment charge recognised in the year relates to the company's investment in its principal trading subsidiary, Knauf Ceiling Solutions Limited. In light of the subsidiary's trading performance and uncertainty around future cash flows, the carrying value has been written down to £nil.

Page 18

 

ARMSTRONG (U.K.) INVESTMENTS

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022



At the balance sheet date the Company held investments in the following group undertakings:


Name

Registered office

Principal activity

Class of shares

Holding

  Knauf Ceiling Solutions Limited
  Harman House, Ground Floor 1 George Street, Uxbridge, Middlesex, UBB 1QQ
  Manufacture and sale of metal ceiling tiles
Ordinary
100%
  Worthington Armstrong Venture Mauritius
  33 Edith Cavell Street, Port Louis, Mauritius
  Sale of floor and ceiling products
Ordinary
 1%
  Knauf Ceiling Solutions (India) Private Ltd
  Gat No 417/1 Village Takavae (BKD Tluka Maval, Pune, Maharashtra, India
  Manufacture suspended ceiling grid
Ordinary
0.324%
  Wave Aluminium Profiles Limited
  Harman House, Ground Floor 1 George Street, Uxbridge, Middlesex, UB8 1QQ
Dormant
Ordinary
100%
  Ceiling Solutions Armstrong FZE
  Jebel Ali Free Zone, Dubai, UAE license 166139
Sale of ceiling products
Ordinary
100%
  Knauf Ceiling Market Solutions DMCC
  Unit 2004 Gold Crest Executive, Plot No. JLT-PH1-C2A, Jumeirah Lakes Towers, Dubai, UAE license 66037
  Sale of ceiling and wall products
Ordinary
100%
  Armstrong World Industries Mauritius
  33 Edith Cavell Street, Port Louis, Mauritius
  Holding company for Armstrong World Indusries (India) Private Limited
Ordinary
1%

Post year-end, the company dissolved its investments in Ceiling Solutions Armstrong FZE, Armstrong World Industries Mauritius, Worthington Armstrong Venture Mauritius, and Wave Aluminium Profiles Limited. The company realised no gain or loss on the dissolution of these investments.

Page 19

 

ARMSTRONG (U.K.) INVESTMENTS

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

8.


Debtors

2022
2021
£000
£000


Amounts owed by group undertakings
16
278


Amounts owed by group undertakings are interest free, have no fixed repayment date and are repayable
on demand.


9.


Creditors: Amounts falling due within one year

2022
2021
£000
£000

Accruals and deferred income
36
11



10.


Share capital

2022
2021
£000
£000
Allotted, called up and fully paid



1,000 (2021 - 1,000) Ordinary shares of £1.00 each
1
1



11.


Reserves

Other reserves

On 25 September 1996 the Company received a capital contribution of £28,750,000. This is a distributable reserve. £23,341,000 was distributed from the capital contribution reserve to the Company's ultimate parent undertaking in previous years. The balance as at the end of the year amounts to £5,409,000 (2021: £5,409,000).

The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the Company.

Page 20

 

ARMSTRONG (U.K.) INVESTMENTS

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

12.


Controlling party

As at the balance sheet date, the Company was a wholly owned subsidiary undertaking of Knauf Ceilings Holding GmbH, a Company incorporated by Iphofen, Germany. 

The Company's ultimate parent undertaking is Gebr. Knauf KG, a Company incorporated in Iphofen, Germany. The largest and smallest group in which the results of the Company are consolidated is that headed by Gebr. Knauf KG. The consolidated accounts of this Company may be obtained from: 

The Chief Financial Officer
Gebr. Knauf KG
Am Bahnhof 7
97346 Iphofen
Germany

 
Page 21