REGISTERED NUMBER: |
Strategic Report, Report of the Directors and |
Financial Statements for the Year Ended 31 July 2024 |
for |
RUNTECH HOLDINGS LTD |
REGISTERED NUMBER: |
Strategic Report, Report of the Directors and |
Financial Statements for the Year Ended 31 July 2024 |
for |
RUNTECH HOLDINGS LTD |
RUNTECH HOLDINGS LTD (REGISTERED NUMBER: 10847940) |
Contents of the Financial Statements |
for the Year Ended 31 July 2024 |
Page |
Company Information | 1 |
Strategic Report | 2 |
Report of the Directors | 3 |
Report of the Independent Auditors | 5 |
Statement of Comprehensive Income | 8 |
Balance Sheet | 9 |
Statement of Changes in Equity | 10 |
Notes to the Financial Statements | 11 |
RUNTECH HOLDINGS LTD |
Company Information |
for the Year Ended 31 July 2024 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Chartered Certified Accountants |
and Statutory Auditors |
Avalon House |
5-7 Cathedral Road |
Cardiff |
CF11 9HA |
RUNTECH HOLDINGS LTD (REGISTERED NUMBER: 10847940) |
Strategic Report |
for the Year Ended 31 July 2024 |
The directors present their strategic report for the year ended 31 July 2024. |
FAIR REVIEW OF BUSINESS |
The company was a non-trading holding company during the period. It's entire share capital was acquired by Runtech European Group Ltd on the 26th October 2021, and as such the ultimate parent company of the group is Runtech European Group Ltd from that date. |
The results of the company and its subsidiaries will be consolidated into the financial statements of Runtech European Group Ltd, therefore it is considered appropriate to refer to the strategic report and financial statements of Runtech European Group Ltd. |
Runtech Holdings Ltd made a profit of £233,186 (2023: £280,321) for the financial period, and its net asset position at the 31st July 2024 was £2,030,100. |
PRINCIPAL RISKS AND UNCERTAINTIES |
Refer to the strategic report of Runtech European Group Ltd. |
ON BEHALF OF THE BOARD: |
RUNTECH HOLDINGS LTD (REGISTERED NUMBER: 10847940) |
Report of the Directors |
for the Year Ended 31 July 2024 |
The directors present their report with the financial statements of the company for the year ended 31 July 2024. |
PRINCIPAL ACTIVITY |
The principal activity of the company in the year under review was that of a holding company. |
DIVIDENDS |
The total distribution of dividends for the year ended 31 July 2024 will be £ |
RESEARCH AND DEVELOPMENT |
No significant research and development activities were undertaken during 2024 by the company (2023: £nil). |
FUTURE DEVELOPMENTS |
Please refer to the strategic report. |
Financial instruments |
The company has a normal level of exposure to price, credit, liquidity and cash flow risks arising from trading activities. The company does not enter into any formally designated hedging arrangements and does not have any non-basic financial instruments. |
See note 2 in relation to the accounting policy on financial instruments, no further disclosures are considered necessary. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1 August 2023 to the date of this report. |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Strategic Report, the Report of the Directors 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; |
- | 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. |
RUNTECH HOLDINGS LTD (REGISTERED NUMBER: 10847940) |
Report of the Directors |
for the Year Ended 31 July 2024 |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are 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 each director 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, Advantage Accountancy & Advisory Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
Report of the Independent Auditors to the Members of |
Runtech Holdings Ltd |
Opinion |
We have audited the financial statements of Runtech Holdings Ltd (the 'company') for the year ended 31 July 2024 which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity and 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 31 July 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 directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
Other information |
The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, 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 Directors 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 Directors have been prepared in accordance with applicable legal requirements. |
Report of the Independent Auditors to the Members of |
Runtech Holdings Ltd |
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 Directors. |
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 directors' remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit. |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page three, 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 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. |
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. |
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. |
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
•The engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations; |
•We obtained understanding of the legal and regulatory frameworks applicable to the company and the sector in which they operate. We determined that the following laws and regulations were most significant: The Companies Act 2006 , UK corporate taxation laws, employment legislation and health and safety legislation. |
•We obtained an understanding of how the company are complying with those legal and regulatory frameworks by making inquiries to management. We corroborated our inquiries through our review of legal correspondence. |
•We assessed the susceptibility of the company's financial statements to material misstatements, including how fraud might occur. Audit procedures performed by the engagement team included: |
Report of the Independent Auditors to the Members of |
Runtech Holdings Ltd |
• making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; |
• identifying and assessing the design effectiveness of controls management has in place to prevent and detect fraud; |
• understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process; |
• performing analytical procedures to identify any unusual or unexpected relationships; |
• challenging assumptions and judgements made by management in its significant accounting estimates; |
• identifying and testing journal entries, in particular any journal entries posted with unusual account combinations; and |
• assessing the extent of compliance with relevant laws and regulations. |
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. |
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion. |
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. |
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 |
Chartered Certified Accountants |
and Statutory Auditors |
Avalon House |
5-7 Cathedral Road |
Cardiff |
CF11 9HA |
RUNTECH HOLDINGS LTD (REGISTERED NUMBER: 10847940) |
Statement of Comprehensive |
Income |
for the Year Ended 31 July 2024 |
2024 | 2023 |
Notes | £ | £ |
TURNOVER |
Administrative expenses | ( |
) |
OPERATING LOSS | ( |
) |
Income from shares in group undertakings |
PROFIT BEFORE TAXATION |
Tax on profit | 4 |
PROFIT FOR THE FINANCIAL YEAR |
OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
RUNTECH HOLDINGS LTD (REGISTERED NUMBER: 10847940) |
Balance Sheet |
31 July 2024 |
2024 | 2023 |
Notes | £ | £ | £ |
FIXED ASSETS |
Investments | 6 |
CURRENT ASSETS |
Debtors | 7 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 8 |
NET CURRENT LIABILITIES | ( |
) | ( |
) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital | 9 |
SHAREHOLDERS' FUNDS |
The financial statements were approved by the Board of Directors and authorised for issue on |
RUNTECH HOLDINGS LTD (REGISTERED NUMBER: 10847940) |
Statement of Changes in Equity |
for the Year Ended 31 July 2024 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Balance at 1 August 2022 |
Changes in equity |
Dividends | - | ( |
) | ( |
) |
Total comprehensive income | - |
Balance at 31 July 2023 |
Changes in equity |
Dividends | - | ( |
) | ( |
) |
Total comprehensive income | - |
Balance at 31 July 2024 |
RUNTECH HOLDINGS LTD (REGISTERED NUMBER: 10847940) |
Notes to the Financial Statements |
for the Year Ended 31 July 2024 |
1. | STATUTORY INFORMATION |
Runtech Holdings Ltd is a |
The presentation currency of the financial statements is the Pound Sterling (£). |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Summary of disclosure exemptions |
The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": |
• | the requirements of Section 7 Statement of Cash Flows; |
• | the requirement of paragraph 33.7. |
Group accounts not prepared |
The company is a wholly owned subsidiary of Runtech European Group Ltd, which is its ultimate parent company. Consolidated financial statements will be prepared for Runtech European Group Ltd, which will be available from its registered office, and as a result consolidated financial statements are not required by any smaller groups within the Runtech European Group Ltd group. |
Business combinations |
Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably. |
Investments in subsidiaries |
Investments in subsidiary undertakings are recognised at cost. |
Cash and cash equivalents |
Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value. |
Trade debtors |
Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business. |
Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables. |
RUNTECH HOLDINGS LTD (REGISTERED NUMBER: 10847940) |
Notes to the Financial Statements - continued |
for the Year Ended 31 July 2024 |
2. | ACCOUNTING POLICIES - continued |
Trade creditors |
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities. |
Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method. |
Borrowings |
Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the Profit and Loss Account over the period of the relevant borrowing. |
Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges. |
Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date. |
Share capital |
Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis. |
Dividends |
Dividend distribution to the company's shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared. |
Financial Instruments |
Classification |
Basic financial instruments are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. |
A financial asset or a financial liability is recognised only when the entity becomes a party to the contractual provisions of the instrument. |
Debt instruments are subsequently measured at amortised cost. |
RUNTECH HOLDINGS LTD (REGISTERED NUMBER: 10847940) |
Notes to the Financial Statements - continued |
for the Year Ended 31 July 2024 |
2. | ACCOUNTING POLICIES - continued |
Impairment |
Financial assets that are measured at cost or amortised cost are reviewed for objective evidence of impairment at the end of each reporting date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss immediately. |
For all equity instruments regardless of significance, and other financial assets that are individually significant, these are assessed individually for impairment. Other financial assets are either assessed individually or grouped on the basis of similar credit risk characteristics. |
Any reversals of impairment are recognised in profit or loss immediately, to the extent that the reversal does not result in a carrying amount of the financial asset that exceeds what the carrying amount would have been had the impairment not previously been recognised. |
3. | EMPLOYEES AND DIRECTORS |
There were no staff costs for the year ended 31 July 2024 nor for the year ended 31 July 2023. |
The average number of employees during the year was as follows: |
2024 | 2023 |
Management |
2024 | 2023 |
£ | £ |
Directors' remuneration |
4. | TAXATION |
Analysis of the tax charge |
No liability to UK corporation tax arose for the year ended 31 July 2024 nor for the year ended 31 July 2023. |
5. | DIVIDENDS |
2024 | 2023 |
£ | £ |
Ordinary A shares of £1 each |
Interim |
Ordinary B shares of £1 each |
Interim |
Ordinary C shares of £1 each |
Interim |
RUNTECH HOLDINGS LTD (REGISTERED NUMBER: 10847940) |
Notes to the Financial Statements - continued |
for the Year Ended 31 July 2024 |
6. | FIXED ASSET INVESTMENTS |
Shares in |
group |
undertakings |
£ |
COST |
At 1 August 2023 |
and 31 July 2024 |
NET BOOK VALUE |
At 31 July 2024 |
At 31 July 2023 |
The company's investments at the Balance Sheet date in the share capital of companies include the following: |
Registered office: 7 Dyffryn Court, Riverside Business Park, Swansea Vale, Swansea SA7 0AP, United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
Registered office: 7 Dyffryn Court, Riverside Business Park, Swansea Vale, Swansea SA7 0AP, United Kingdom |
Nature of business: |
% |
Class of shares: | holding |
7. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2024 | 2023 |
£ | £ |
Other debtors |
8. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2024 | 2023 |
£ | £ |
Amounts owed to group undertakings |
9. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2024 | 2023 |
value: | £ | £ |
Ordinary A | £1 | 964,278 | 964,278 |
Ordinary B | £1 | 964,278 | 964,278 |
Ordinary C | £1 | 101,544 | 101,544 |
2,030,100 | 2,030,100 |
RUNTECH HOLDINGS LTD (REGISTERED NUMBER: 10847940) |
Notes to the Financial Statements - continued |
for the Year Ended 31 July 2024 |
10. | RESERVES |
Retained |
earnings |
£ |
Profit for the year |
Dividends | ( |
) |
At 31 July 2024 |
11. | RELATED PARTY DISCLOSURES |
In the opinion of the directors, the ultimate parent company is Mr I G Gorvett. |
The ultimate parent company is Runtech European Group Limited. The consolidated financial statements of Runtech European Group Limited will be publicly available. |
The company has taken advantage of exemption, under Section 33 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. |