REGISTERED NUMBER: |
STRATEGIC REPORT, REPORT OF THE DIRECTOR AND |
AUDITED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31ST DECEMBER 2024 |
FOR |
SANHA UK LIMITED |
REGISTERED NUMBER: |
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: |
SECRETARY: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
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: |
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 |
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: |
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. |
for and on behalf of |
Registered Auditors & |
Chartered Accountants |
Mercury House |
19-21 Chapel Street |
Marlow |
Buckinghamshire |
SL7 3HN |
SANHA UK LIMITED (REGISTERED NUMBER: 05036828) |
INCOME STATEMENT |
FOR THE YEAR ENDED 31ST DECEMBER 2024 |
31.12.24 | 31.12.23 |
Notes | £ | £ | £ | £ |
TURNOVER |
Cost of sales |
GROSS PROFIT |
Distribution costs |
Administrative expenses |
1,016,203 | 1,158,210 |
OPERATING PROFIT | 4 |
Interest payable and similar expenses | 5 |
PROFIT BEFORE TAXATION |
Tax on profit | 6 |
PROFIT FOR THE FINANCIAL YEAR |
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 |
OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
SANHA UK LIMITED (REGISTERED NUMBER: 05036828) |
BALANCE SHEET |
31ST DECEMBER 2024 |
31.12.24 | 31.12.23 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Tangible assets | 7 |
CURRENT ASSETS |
Stocks | 8 |
Debtors | 9 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 10 |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital | 12 |
Retained earnings | 13 |
SHAREHOLDERS' FUNDS |
The financial statements were approved by the director and authorised for issue on |
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 |
Changes in equity |
Total comprehensive income | - |
Balance at 31st December 2023 |
Changes in equity |
Total comprehensive income | - |
Balance at 31st December 2024 |
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 |
Interest paid | ( |
) | ( |
) |
Net cash from operating activities |
Cash flows from investing activities |
Purchase of tangible fixed assets | ( |
) |
Net cash from investing activities | ( |
) |
Increase in cash and cash equivalents |
Cash and cash equivalents at beginning of year |
2 |
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 |
Depreciation charges |
Finance costs | 16,269 | 21,061 |
124,915 | 152,306 |
Decrease in stocks |
(Increase)/decrease in trade and other debtors | ( |
) |
Decrease in trade and other creditors | ( |
) | ( |
) |
Cash generated from operations |
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 | 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 |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
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 |
Loan Pool | - |
Fixtures and fittings | - |
Computer equipment | - |
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 |
Social security costs |
Other pension costs |
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 |
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 |
4. | OPERATING PROFIT |
The operating profit is stated after charging: |
31.12.24 | 31.12.23 |
£ | £ |
Hire of plant and machinery |
Other operating leases |
Depreciation - owned assets |
Auditors' remuneration |
Foreign exchange differences |
5. | INTEREST PAYABLE AND SIMILAR EXPENSES |
31.12.24 | 31.12.23 |
£ | £ |
Factoring interest |
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 |
Tax on profit |
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 |
Profit multiplied by the standard rate of corporation tax in the UK of |
Effects of: |
Expenses not deductible for tax purposes |
Capital allowances in excess of depreciation | - | ( |
) |
Depreciation in excess of capital allowances | - |
Utilisation of tax losses | ( |
) | ( |
) |
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 |
DEPRECIATION |
At 1st January 2024 |
Charge for year |
At 31st December 2024 |
NET BOOK VALUE |
At 31st December 2024 |
At 31st December 2023 |
8. | STOCKS |
31.12.24 | 31.12.23 |
£ | £ |
Stocks |
9. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
31.12.24 | 31.12.23 |
£ | £ |
Trade debtors |
Other debtors |
Prepayments and accrued income |
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 |
Amounts owed to group undertakings |
Tax |
Social security and other taxes |
VAT | 84,257 | 82,177 |
Other creditors |
Accrued expenses |
11. | LEASING AGREEMENTS |
Minimum lease payments under non-cancellable operating leases fall due as follows: |
31.12.24 | 31.12.23 |
£ | £ |
Within one year |
Between one and five years |
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: | £ | £ |
Ordinary Shares | £1 | 100,000 | 100,000 |
13. | RESERVES |
Retained |
earnings |
£ |
At 1st January 2024 |
Profit for the year |
At 31st December 2024 |
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. |