Company registration number 11671253 (England and Wales)
CICOR UK LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
CICOR UK LTD
COMPANY INFORMATION
Directors
P Chaplin
A Hagemann
S Clough
P Inness
(Appointed 6 February 2024)
P Neumann
(Appointed 6 February 2024)
A Tubbs
(Appointed 13 June 2024)
B Stancliffe
(Appointed 13 June 2024)
M Pemrick
(Appointed 25 July 2024)
Secretary
D Carty
Company number
11671253
Registered office
c/o Mercer & Hole LLP
The Pinnacle
170 Midsummer Boulevard
Milton Keynes
MK9 1BP
Auditor
Mercer & Hole LLP
The Pinnacle
170 Midsummer Boulevard
Milton Keynes
Buckinghamshire
MK9 1BP
CICOR UK LTD
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3
Directors' responsibilities statement
4
Independent auditor's report
5 - 7
Profit and loss account
8
Balance sheet
9
Statement of changes in equity
10
Notes to the financial statements
11 - 18
CICOR UK LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -
The directors present the strategic report for the year ended 31 December 2024.
Review of the business
The company is a holding company and does not trade in its own right. Its parent is Cicor Technologies Ltd, a company listed on the SIX Swiss Exchange (CICN).
The strategy of Cicor UK is to be the preferred Contract Development and Manufacturing Organisation (CDMO) in the Aerospace, Defence, Medical, and Industrial UK markets, ensuring 100% quality and delivery compliance.
During 2024, the portfolio of companies within Cicor UK has expanded, with the acquisition of Cicor Hartlepool, Cicor Newport and STS Defence, in addition to Axis Electronics that was acquired in 2021.
Cicor Hartlepool is concentrated on the high reliability industrial and medical market, where conformance is key, and customers require a competitive option for UK based manufacture.
Axis Electronics and Cicor Newport are leading specialist suppliers of high reliability solutions in low to medium volume electronic manufacturing services.
Cicor Newport was acquired to strengthen Cicor UK's position in the market, enhance capabilities and provide for additional growth capacity.
STS Defence is a technology and engineering company, specialising in the sustainment and modernisation of capability through-life, and designing and manufacturing mission critical equipment and systems.
Cicor UK is now the market leader in electronic manufacturing services within the UK. Our objective is to maintain its best-in-class position within the UK EMS market whilst growing our share of our customers’ most valuable programmes.
Principal risks and uncertainties
As noted above, the company acts as an intermediary holding company within the Cicor Technologies Ltd group. The company has borrowings related to the acquisitions in 2024 with its parent company.
SECTION 172(1) STATEMENT
The directors are committed to conducting business responsibly, promoting the success of the company for the benefit of its members as a whole. This commitment is central to operations and strategic decision-making, guiding us in creating long-term value while maintaining high ethical standards and ensuring compliance with the law.
References to company in this statement relate to both the company and the group headed by the company where relevant.
Long term decision making
Cicor UK ensures that long-term decisions are well-informed and aligned with its overall goals and objectives by maintaining financial stability, engaging in strategic planning, and regular business reviews with subsidiaries. Additionally, Cicor UK's proactive risk assessment approach helps identify potential gaps early and take appropriate action. By maintaining a strong financial position and engaging in strategic planning, Cicor UK ensures that its long-term decisions are right.
Employees
The company is dedicated to being a responsible employer. The company prioritises the well-being, rights, and development of its workforce through targeted policies and programmes that address social standards and workforce-related risks. Our commitment to diversity and inclusion is reflected in fair hiring practices, equal opportunities, and promotion of employee development. The company also emphasises health and safety, offering comprehensive training and preventive care initiatives. By creating a supportive, innovative, and resilient workplace, Cicor UK enhances employee satisfaction, loyalty, and overall performance, contributing to long-term value creation for the organisation.
CICOR UK LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Business relationships
The company demonstrates its commitment to responsibility by ensuring full compliance with applicable laws and regulations, fostering ethical business practices, and promoting human rights. The company expects its suppliers to adhere to a comprehensive Code of Conduct, which includes anti-bribery and corruption measures, fair employment practices, and environmental management. Cicor UK actively manages risks, protects sensitive information, and maintains accurate records. By implementing rigorous standards and encouraging transparency, Cicor UK strives to build sustainable business success and uphold integrity throughout its operations and supply chain. Our customers also hold Cicor UK to these high standards and we support them as they enhance their ESG and sustainability requirements, which we believe are of benefit to the whole of society.
Environmental
Cicor UK demonstrates its commitment to responsibility through a comprehensive approach that encompasses environmental sustainability, social responsibility, and governance. The company actively works to reduce its greenhouse gas emissions and improve energy efficiency, aligning its goals with the Paris Agreement. Cicor UK fosters a culture of equality, fairness, and respect, promoting personal growth and ensuring compliance with ethical standards across its value chain. By implementing rigorous standards and engaging in transparent reporting, Cicor UK strives to build sustainable business success and uphold integrity throughout its operations and supply chain.
High standards of business conduct
Cicor UK demonstrates its commitment to responsibility by adhering to stringent regulatory and quality standards across its services. The company has established processes and policies to ensure compliance with relevant regulations and industry standards. Cicor UK maintains a zero-tolerance policy for corruption and bribery, and its proactive risk assessment approach helps identify and address potential gaps early. The company also operates a whistleblower system to report compliance violations, ensuring procedural fairness and maximum protection for whistleblowers. Additionally, Cicor UK's internal processes and regulations aim to identify sanctions, export bans, and licensing obligations early, ensuring compliance with all relevant export control laws and regulations.
Stakeholder engagement
The directors of the company have a legal responsibility under section 172 of the Companies Act 2006 to act in the way we consider, in good faith, would be most likely to promote the company's success for the benefit of its members, and to have regard to the long-term effect of their decisions on the company and its stakeholders. This statement addresses the ways in which we as a board fulfil this responsibility.
P Inness
Director
14 April 2025
CICOR UK LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
The directors present their annual report and financial statements for the year ended 31 December 2024.
Principal activities
The company acts as a holding company.
Results and dividends
The results for the year are set out on page 8.
Interim dividends were paid amounting to £1,250,000. 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:
P Chaplin
A Hagemann
S Clough
P Inness
(Appointed 6 February 2024)
P Neumann
(Appointed 6 February 2024)
A Tubbs
(Appointed 13 June 2024)
B Stancliffe
(Appointed 13 June 2024)
M Pemrick
(Appointed 25 July 2024)
Auditor
In accordance with the company's articles, a resolution proposing that Mercer & Hole LLP be reappointed as auditor of the company will be put at a General Meeting.
Energy and carbon report
As the company has not consumed more than 40,000 kWh of energy in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.
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.
On behalf of the board
P Inness
Director
14 April 2025
CICOR UK LTD
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -
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:
select suitable accounting policies and then apply them consistently;
make judgements 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; and
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 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.
CICOR UK LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF CICOR UK LTD
- 5 -
Opinion
We have audited the financial statements of Cicor UK Ltd (the 'company') for the year ended 31 December 2024 which comprise the profit and loss account, the balance sheet, 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 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
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.
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 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.
CICOR UK LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF CICOR UK LTD (CONTINUED)
- 6 -
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 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, 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
We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud. These included, but were not limited to, the Companies Act 2006 and tax legislation.
We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements and the financial report (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate entries including journals to overstate revenue or understate expenditure and management bias in accounting estimates.
Audit procedures performed by the engagement team included:
discussions with management, including considerations of known or suspected instances of non- compliance with laws and regulations and fraud;
gaining an understanding of management's controls designed to prevent and detect irregularities; and
identifying and testing journal entries.
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non- compliance and cannot be expected to detect non-compliance with all laws and regulations.
CICOR UK LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF CICOR UK LTD (CONTINUED)
- 7 -
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.
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.
Andrew Lawes MA MSc FCA (Senior Statutory Auditor)
For and on behalf of Mercer & Hole LLP, Statutory Auditor
Chartered Accountants
The Pinnacle
170 Midsummer Boulevard
Milton Keynes
Buckinghamshire
MK9 1BP
15 April 2025
CICOR UK LTD
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 8 -
2024
2023
Notes
£
£
Administrative expenses
(242,102)
Other operating income
129,022
Operating loss
(113,080)
-
Interest receivable and similar income
6
8,822,548
37,262,080
Interest payable and similar expenses
7
(2,768,380)
Profit before taxation
5,941,088
37,262,080
Tax on profit
8
702,780
Profit for the financial year
6,643,868
37,262,080
The profit and loss account has been prepared on the basis that all operations are continuing operations.
CICOR UK LTD
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 9 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
10
101,131,606
51,808,634
Current assets
Debtors
12
14,090
Cash at bank and in hand
258,705
4,000,200
272,795
4,000,200
Creditors: amounts falling due within one year
13
(11,402,400)
(8,168,727)
Net current liabilities
(11,129,605)
(4,168,527)
Total assets less current liabilities
90,002,001
47,640,107
Creditors: amounts falling due after more than one year
14
(29,302,370)
Net assets
60,699,631
47,640,107
Capital and reserves
Called up share capital
17
7,812,980
147,324
Share premium account
84,308
84,308
Other reserves
18
8,392,628
8,392,628
Profit and loss reserves
44,409,715
39,015,847
Total equity
60,699,631
47,640,107
The financial statements were approved by the board of directors and authorised for issue on 14 April 2025 and are signed on its behalf by:
P Inness
Director
Company registration number 11671253 (England and Wales)
CICOR UK LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 10 -
Share capital
Share premium account
Other reserves
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 January 2023
147,324
84,308
8,392,628
4,253,767
12,878,027
Year ended 31 December 2023:
Profit and total comprehensive income for the period
-
-
-
37,262,080
37,262,080
Dividends
9
-
-
-
(2,500,000)
(2,500,000)
Balance at 31 December 2023
147,324
84,308
8,392,628
39,015,847
47,640,107
Year ended 31 December 2024:
Profit and total comprehensive income for the year
-
-
-
6,643,868
6,643,868
Issue of share capital
17
7,665,656
-
-
7,665,656
Dividends
9
-
-
-
(1,250,000)
(1,250,000)
Balance at 31 December 2024
7,812,980
84,308
8,392,628
44,409,715
60,699,631
CICOR UK LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 11 -
1
Accounting policies
Company information
Cicor UK Ltd is a private company limited by shares incorporated in England and Wales. The registered office is c/o Mercer & Hole LLP, The Pinnacle, 170 Midsummer Boulevard, Milton Keynes, MK9 1BP.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
Section 4 ‘Statement of Financial Position’: Reconciliation of the opening and closing number of shares;
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’: Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The company has taken advantage of the exemption under section 401 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.
The financial statements of the company are consolidated in the financial statements of Cicor Technologies Limited. These consolidated financial statements are available from Cicor Management AG, Gebenloostrasse 15, 9552 Bronschhofen, Switzerland.
1.2
Going concern
Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
CICOR UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 12 -
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
1.4
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally 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.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
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
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Classification of financial liabilities
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.
Basic financial liabilities
Basic financial liabilities, including loans from fellow group companies, 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. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
CICOR UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 13 -
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
1.5
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.6
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 recognised in respect of all timing differences that have originated but not reversed at the balance sheet date where transactions or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future have occurred at the balance sheet date. Timing differences are differences in the company's taxable profits and its results as stated in the financial statements.
Deferred tax assets are recognised only to the extent that the directors consider that it is more likely than not that there will be suitable taxable profits from which the underlying timing differences can be deducted.
Deferred tax is measured at the average tax rates that are expected to apply in the periods in which timing differences are expected to reverse, based on tax rates and laws that have been enacted or substantively enacted by the balance sheet date. Deferred tax is measured on a non-discounted basis.
1.7
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 stock 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.
1.8
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
CICOR UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 14 -
2
Judgements and key sources of estimation uncertainty
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 where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Investments
Investments are stated at cost less any provision for impairment. The directors' assessment of the recoverable amounts takes into account factors such as future trading performances which are key sources of estimation uncertainty.
3
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
13,000
4
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Administrative and directors
3
Their aggregate remuneration comprised:
2024
2023
£
£
Wages and salaries
140,578
Social security costs
16,785
-
Pension costs
1,800
159,163
CICOR UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 15 -
5
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
75,833
6
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest receivable from group companies
65,179
Other interest income
5,161
Total interest revenue
70,340
Income from fixed asset investments
Income from shares in group undertakings
8,752,208
6,500,000
Dividend in specie as part of group restructure
30,762,080
Total income
8,822,548
37,262,080
7
Interest payable and similar expenses
2024
2023
£
£
Interest payable to group undertakings
2,768,380
8
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current year
(702,780)
The actual (credit)/charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2024
2023
£
£
Profit before taxation
5,941,088
37,262,080
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 23.52%)
1,485,272
8,764,041
Tax effect of income not taxable in determining taxable profit
(2,188,052)
(8,764,041)
Taxation credit for the year
(702,780)
-
CICOR UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 16 -
9
Dividends
2024
2023
£
£
Interim paid
1,250,000
2,500,000
10
Fixed asset investments
2024
2023
Notes
£
£
Investments in subsidiaries
11
101,131,606
51,808,634
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 1 January 2024
51,808,634
Additions
49,322,972
At 31 December 2024
101,131,606
Carrying amount
At 31 December 2024
101,131,606
At 31 December 2023
51,808,634
11
Subsidiaries
Details of the company's subsidiaries at 31 December 2024 are as follows:
Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Indirect
Axis Electronics Limited
United Kingdom
Electronic Manufacturing
Ordinary
100.00
-
Cicor Hartlepool Ltd (formerly TT Electronics IOT Solutions Ltd)
United Kingdom
Electronic Manufacturing
Ordinary
100.00
-
Cicor Newport Limited
United Kingdom
Electronic Manufacturing
Ordinary
-
100.00
Cicor UK Properties Limited
United Kingdom
Investment property
Ordinary
-
100.00
Stadium Asia Limited
Hong Kong
Electronic Manufacturing
Ordinary
-
100.00
STMC Limited
Hong Kong
Electronic Manufacturing
Ordinary
-
100.00
STS Defence Limited
United Kingdom
Electronic Manufacturing
Ordinary
100.00
-
During the year, Cicor UK acquired 100% of the issued capital of STS Defence Limited, and 100% of the issued capital of Cicor Hartlepool Ltd and its subsidiaries, which are noted above.
CICOR UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 17 -
12
Debtors
2024
2023
Amounts falling due within one year:
£
£
Amounts owed by group undertakings
14,090
13
Creditors: amounts falling due within one year
2024
2023
Notes
£
£
Loans from group undertakings
15
3,578,420
Other amounts owed to group undertakings
7,758,813
8,168,727
Taxation and social security
10,167
Accruals and deferred income
55,000
11,402,400
8,168,727
Other amounts owed to group undertakings are repayable on demand and carry no interest.
14
Creditors: amounts falling due after more than one year
2024
2023
Notes
£
£
Loans from group undertakings
15
29,302,370
15
Loans and overdrafts
2024
2023
£
£
Loans from group undertakings
32,880,790
Payable within one year
3,578,420
Payable within two to five years
14,313,680
Payable after 5 years
14,988,690
Loans from group undertakings are subject to a variable interest rate of SONIA (Sterling Overnight Index Average) + 3.50%.
CICOR UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 18 -
16
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
1,800
-
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.
17
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
7,812,980
147,324
7,812,980
147,324
During the year, the company capitalised £7,665,656 of loans due to its parent company Cicor Technologies Ltd through the issue of an additional 7,665,656 ordinary shares of £1 each.
18
Other reserves
Other reserves is a merger relief reserve which represents the excess of fair value over par value for shares issued in share for share exchanges, recognised in accordance with the requirements of the Companies Act 2006 in respect of merger relief.
19
Ultimate controlling party
The company's immediate and ultimate parent company is Cicor Technologies Ltd, by virtue of its 100% shareholding, for which group accounts are drawn up. Copies of Cicor Technologies Ltd's consolidated financial statements can be obtained from the company's registered office at Cicor Management AG, Gebenloostrasse 15, 9552 Bronschhofen, Switzerland.
There is no single ultimate controlling party.
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