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REGISTERED NUMBER: 05036828 (England and Wales)















STRATEGIC REPORT, REPORT OF THE DIRECTOR AND

AUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31ST DECEMBER 2024

FOR

SANHA UK LIMITED

SANHA UK LIMITED (REGISTERED NUMBER: 05036828)






CONTENTS OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31ST DECEMBER 2024




Page

Company Information 1

Strategic Report 2

Report of the Director 3

Report of the Independent Auditors 4

Income Statement 7

Other Comprehensive Income 8

Balance Sheet 9

Statement of Changes in Equity 10

Cash Flow Statement 11

Notes to the Cash Flow Statement 12

Notes to the Financial Statements 13


SANHA UK LIMITED

COMPANY INFORMATION
FOR THE YEAR ENDED 31ST DECEMBER 2024







DIRECTOR: Mr F J Schrick





SECRETARY: Commercial Secretariat Limited





REGISTERED OFFICE: Mercury House
19-21 Chapel Street
Marlow
Bucks
SL7 3HN





REGISTERED NUMBER: 05036828 (England and Wales)





AUDITORS: Richardson Jones
Registered Auditors &
Chartered Accountants
Mercury House
19-21 Chapel Street
Marlow
Buckinghamshire
SL7 3HN

SANHA UK LIMITED (REGISTERED NUMBER: 05036828)

STRATEGIC REPORT
FOR THE YEAR ENDED 31ST DECEMBER 2024

The director presents his strategic report for the year ended 31st December 2024.

REVIEW OF BUSINESS
SANHA UK Ltd is a trading subsidiary of the SANHA GMBH & Co. KG group, as such their principal business is the marketing and selling of the products manufactured by the group, which are piping and connection systems for the plumbing, heating and building services market. Within the UK the principal products sold are the SANHA Press systems. SANHA UK Ltd focus on the selling of the three core product types, copper, stainless and carbon steel press systems via a distribution network.

PRINCIPAL RISKS AND UNCERTAINTIES
In 2024 the economic challenges were under control as adequate processes had been established and sufficient stock levels built up to ensure impeccable service to SANHA UK's customers. The pound maintained its position against the Euro. Several competitors, especially Asian importers, entered the UK market in search of new opportunities as their position in the EU had been compromised due to pending requirements in the context of the Corporate Sustainability Reporting Directive (CSRD). This lead to increasing pressure on prices and margins.

DEVELOPMENT AND PERFORMANCE
SANHA UK again executed a moderate price increase in 2024. In addition to that, SANHA UK further focused on penetrating new channels (commercial, industry and cooling) and expanding its product portfolio to become a one-stop-shop destination for UK customers.

SANHA UK further continued to improve its access to developers, consultants and contractors through its project management approach thereby supporting SANHA's wholesale partners in a systematic acquisition process. In addition, SANHA UK's change to a new logistics partner and further increase in stock levels in its warehouse in the UK lead to a further increase in trust within its UK customer base.

In addition, SANHA UK began focusing on pushing higher margin product segments like stainless steel installation systems and Ref HP in the cooling and refrigeration segments. The continued systematic digitalisation of activities resulted in increased efficiency and further cost reductions through systematic cost management activities. Due to the SANHA Group's strong and reliable European manufacturing base, SANHA UK was able to provide customers with an uninterrupted service and product offer.

In 2024 SANHA UK continued to focus more on small and mid-size wholesalers, a sustainable build-up of the UK commercial and industrial business as well as expanding the project management approach. A more systematic lead management combined with an effective inside sales team resulted in the acquisition of several new customers. However, due to the ongoing challenging geopolitical and macroeconomic conditions, general uncertainty and adverse market conditions SANHA UK was not quite able to reach sales and margin levels of 2023.

ON BEHALF OF THE BOARD:





Mr F J Schrick - Director


3rd March 2025

SANHA UK LIMITED (REGISTERED NUMBER: 05036828)

REPORT OF THE DIRECTOR
FOR THE YEAR ENDED 31ST DECEMBER 2024

The director presents his report with the financial statements of the company for the year ended 31st December 2024.

DIRECTOR
Mr F J Schrick held office during the whole of the period from 1st January 2024 to the date of this report.

STATEMENT OF DIRECTOR'S RESPONSIBILITIES
The director is responsible for preparing the Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the director must not approve the financial statements unless he is 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 director is 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.

The director is 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 him to ensure that the financial statements comply with the Companies Act 2006. He is 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 director is 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 he 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, Richardson Jones, will be proposed for re-appointment at the forthcoming Annual General Meeting.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:





Mr F J Schrick - Director


3rd March 2025

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
SANHA UK LIMITED

Opinion
We have audited the financial statements of Sanha UK Limited (the 'company') for the year ended 31st December 2024 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, 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 31st 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 director's 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 director with respect to going concern are described in the relevant sections of this report.

Other information
The director is responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Director, 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 Director 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 Director have been prepared in accordance with applicable legal requirements.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
SANHA UK LIMITED


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 Director.

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 director's remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit; or
- the director was not entitled to take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Director.

Responsibilities of director
As explained more fully in the Statement of Director's Responsibilities set out on page three, the director is 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 director determines 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 director is 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 director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.

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:

We gained an understanding of the legal and regulatory framework applicable to SANHA UK Limited and the manufacturing industry in which it operates, and consider the risk of acts by the company that were contrary to applicable laws and regulations, including fraud. We designed audit procedures to respond to the risk, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

We focussed on laws and regulations which would give rise to a material misstatement in the financial statements, including, but not limited to, the EU Water directive, the Companies Act 2006 and UK tax legislation. Our procedures included:

- agreeing the financial statement disclosures to underlying supporting documentation
- enquiries with management
- understanding of management's internal controls designed to prevent and detect irregularities

There are inherent limitations in the audit procedures described above and, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. As in all our audits, we also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.

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
SANHA UK 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.




Giles Thrush (Senior Statutory Auditor)
for and on behalf of Richardson Jones
Registered Auditors &
Chartered Accountants
Mercury House
19-21 Chapel Street
Marlow
Buckinghamshire
SL7 3HN

3rd March 2025

SANHA UK LIMITED (REGISTERED NUMBER: 05036828)

INCOME STATEMENT
FOR THE YEAR ENDED 31ST DECEMBER 2024

31.12.24 31.12.23
Notes £ £ £ £

TURNOVER 2,798,720 2,888,960

Cost of sales 1,660,807 1,580,053
GROSS PROFIT 1,137,913 1,308,907

Distribution costs 121,928 198,614
Administrative expenses 894,275 959,596
1,016,203 1,158,210
OPERATING PROFIT 4 121,710 150,697


Interest payable and similar expenses 5 16,269 21,061
PROFIT BEFORE TAXATION 105,441 129,636

Tax on profit 6 460 -
PROFIT FOR THE FINANCIAL YEAR 104,981 129,636

SANHA UK LIMITED (REGISTERED NUMBER: 05036828)

OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31ST DECEMBER 2024

31.12.24 31.12.23
Notes £ £

PROFIT FOR THE YEAR 104,981 129,636


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME FOR
THE YEAR

104,981

129,636

SANHA UK LIMITED (REGISTERED NUMBER: 05036828)

BALANCE SHEET
31ST DECEMBER 2024

31.12.24 31.12.23
Notes £ £ £ £
FIXED ASSETS
Tangible assets 7 25,550 28,755

CURRENT ASSETS
Stocks 8 737,516 789,024
Debtors 9 146,727 98,015
Cash at bank 144,849 106,679
1,029,092 993,718
CREDITORS
Amounts falling due within one year 10 341,899 414,711
NET CURRENT ASSETS 687,193 579,007
TOTAL ASSETS LESS CURRENT
LIABILITIES

712,743

607,762

CAPITAL AND RESERVES
Called up share capital 12 100,000 100,000
Retained earnings 13 612,743 507,762
SHAREHOLDERS' FUNDS 712,743 607,762

The financial statements were approved by the director and authorised for issue on 3rd March 2025 and were signed by:





Mr F J Schrick - Director


SANHA UK LIMITED (REGISTERED NUMBER: 05036828)

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31ST DECEMBER 2024

Called up
share Retained Total
capital earnings equity
£ £ £
Balance at 1st January 2023 100,000 378,126 478,126

Changes in equity
Total comprehensive income - 129,636 129,636
Balance at 31st December 2023 100,000 507,762 607,762

Changes in equity
Total comprehensive income - 104,981 104,981
Balance at 31st December 2024 100,000 612,743 712,743

SANHA UK LIMITED (REGISTERED NUMBER: 05036828)

CASH FLOW STATEMENT
FOR THE YEAR ENDED 31ST DECEMBER 2024

31.12.24 31.12.23
Notes £ £
Cash flows from operating activities
Cash generated from operations 1 54,439 54,087
Interest paid (16,269 ) (21,061 )
Net cash from operating activities 38,170 33,026

Cash flows from investing activities
Purchase of tangible fixed assets - (23,944 )
Net cash from investing activities - (23,944 )

Increase in cash and cash equivalents 38,170 9,082
Cash and cash equivalents at beginning
of year

2

106,679

97,597

Cash and cash equivalents at end of
year

2

144,849

106,679

SANHA UK LIMITED (REGISTERED NUMBER: 05036828)

NOTES TO THE CASH FLOW STATEMENT
FOR THE YEAR ENDED 31ST DECEMBER 2024

1. RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

31.12.24 31.12.23
£ £
Profit before taxation 105,441 129,636
Depreciation charges 3,205 1,609
Finance costs 16,269 21,061
124,915 152,306
Decrease in stocks 51,508 8,143
(Increase)/decrease in trade and other debtors (48,712 ) 37,575
Decrease in trade and other creditors (73,272 ) (143,937 )
Cash generated from operations 54,439 54,087

2. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31st December 2024
31.12.24 1.1.24
£ £
Cash and cash equivalents 144,849 106,679
Year ended 31st December 2023
31.12.23 1.1.23
£ £
Cash and cash equivalents 106,679 97,597


3. ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.24 Cash flow At 31.12.24
£ £ £
Net cash
Cash at bank 106,679 38,170 144,849
106,679 38,170 144,849
Total 106,679 38,170 144,849

SANHA UK LIMITED (REGISTERED NUMBER: 05036828)

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31ST DECEMBER 2024

1. STATUTORY INFORMATION

Sanha UK Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Turnover
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.
Loan Pool - 25% on cost
Fixtures and fittings - at varying rates on cost
Computer equipment - Straight line over 3 years

Stocks
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Financial instruments
Financial instruments have been measured at fair value, net of transactions costs and net of the balances outstanding to SANHA UK Limited to represent a true and fair view.

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.

Hire purchase and leasing commitments
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

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.

3. EMPLOYEES AND DIRECTORS
31.12.24 31.12.23
£ £
Wages and salaries 289,061 324,857
Social security costs 19,927 25,468
Other pension costs 10,697 7,230
319,685 357,555

The average number of employees during the year was as follows:
31.12.24 31.12.23

Sales and Administration 5 5
Directors 1 2
6 7

SANHA UK LIMITED (REGISTERED NUMBER: 05036828)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31ST DECEMBER 2024

3. EMPLOYEES AND DIRECTORS - continued

31.12.24 31.12.23
£ £
Directors' remuneration 69,600 129,460

4. OPERATING PROFIT

The operating profit is stated after charging:

31.12.24 31.12.23
£ £
Hire of plant and machinery 679 541
Other operating leases 23,525 21,244
Depreciation - owned assets 3,205 1,609
Auditors' remuneration 11,208 17,405
Foreign exchange differences 6,313 3,782

5. INTEREST PAYABLE AND SIMILAR EXPENSES
31.12.24 31.12.23
£ £
Factoring interest 16,269 21,061

6. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
31.12.24 31.12.23
£ £
Current tax:
UK corporation tax 460 -
Tax on profit 460 -

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:

31.12.24 31.12.23
£ £
Profit before tax 105,441 129,636
Profit multiplied by the standard rate of corporation tax in the UK of
26.500% (2023 - 26.500%)

27,942

34,354

Effects of:
Expenses not deductible for tax purposes 2,460 4,108
Capital allowances in excess of depreciation - (5,919 )
Depreciation in excess of capital allowances 849 -
Utilisation of tax losses (30,608 ) (32,543 )
Marginal rate relief (183 ) -

Total tax charge 460 -

SANHA UK LIMITED (REGISTERED NUMBER: 05036828)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31ST DECEMBER 2024

7. TANGIBLE FIXED ASSETS
Fixtures
and Computer
Loan Pool fittings equipment Totals
£ £ £ £
COST
At 1st January 2024
and 31st December 2024 1,965 34,117 7,314 43,396
DEPRECIATION
At 1st January 2024 1,965 5,362 7,314 14,641
Charge for year - 3,205 - 3,205
At 31st December 2024 1,965 8,567 7,314 17,846
NET BOOK VALUE
At 31st December 2024 - 25,550 - 25,550
At 31st December 2023 - 28,755 - 28,755

8. STOCKS
31.12.24 31.12.23
£ £
Stocks 737,516 789,024

9. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.12.24 31.12.23
£ £
Trade debtors 8,492 135
Other debtors 124,419 90,349
Prepayments and accrued income 13,816 7,531
146,727 98,015

Included in other debtors are the amounts owed by ABN AMRO Bank for the debt factoring of trade debtors, net of the balance owed by SANHA UK Limited to ABN AMRO Bank.

10. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.12.24 31.12.23
£ £
Trade creditors 11,843 22,522
Amounts owed to group undertakings 175,412 249,782
Tax 460 -
Social security and other taxes 6,742 7,448
VAT 84,257 82,177
Other creditors 4,446 7,908
Accrued expenses 58,739 44,874
341,899 414,711

11. LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:
31.12.24 31.12.23
£ £
Within one year 42,494 45,011
Between one and five years 22,251 56,749
64,745 101,760

SANHA UK LIMITED (REGISTERED NUMBER: 05036828)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31ST DECEMBER 2024

12. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 31.12.24 31.12.23
value: £ £
100,000 Ordinary Shares £1 100,000 100,000

13. RESERVES
Retained
earnings
£

At 1st January 2024 507,762
Profit for the year 104,981
At 31st December 2024 612,743

14. PENSION COMMITMENTS

The company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the company in independently administered funds. The pension cost charge represents contributions paid by the company to the fund and amounted to £18,893 (2023: £12,756).

15. ULTIMATE PARENT COMPANY

The company's ultimate parent company is SANHA GmbH & Co. KG, a company incorporated in Germany.

16. RELATED PARTY DISCLOSURES

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

17. ULTIMATE CONTROLLING PARTY

The controlling party is SANHA GmbH & Co. KG.

The ultimate controlling party is the Kaimer family by virtue of their interests in the company's ultimate parent company, SANHA GmbH & Co. KG.