Company registration number 04627336 (England and Wales)
KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
COMPANY INFORMATION
Directors
Mr F Sghedoni
Mr C Gardner
(Appointed 24 June 2024)
Company number
04627336
Registered office
Unit 4
Tomlinson Road
Leyland
PR25 2DY
Auditor
MHA
Richard House
9 Winckley Square
Preston
PR1 3HP
KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 6
Directors' responsibilities statement
7
Independent auditor's report
8 - 10
Statement of comprehensive income
11
Balance sheet
12
Statement of changes in equity
13
Notes to the financial statements
14 - 26
KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -

The directors present the strategic report for the year ended 31 December 2024.

Fair review of the business

The 2024 result both in terms of Net position and the Group measurement of earnings was the most successful the business has seen since the merger of the Tilemaster/Kerakoll business in 2020. At EBITDA level, 2024 has seen a greatly improved performance compared with the previous year. Although our revenue was reduced this was offset by a strong performance at Gross Margin levels, as we consolidated our product range as well as starting to produce a wider range of flooring products in house.

Overheads have also been well controlled and the combination of increased margins, better product mix, product repositioning and rebranding have led to a further improvement in EBITDA position (excluding specific group recharges) against 2023, an improvement of £0.8m. Since 2022, the EBITDA position has improved by £3m.

The company is focused on maintaining and building upon its reputation as one of the leading tile adhesives, flooring products and grout manufacturers in the UK. As part of the Kerakoll Group of international companies, we manufacture and provide quality products that are backed up by our excellent customer service and technical support. We are committed to developing and training our staff so that the business achieves some of the best performance criteria in the industry and we maintain high standards in everything that we do.

We have a long-term objective which is to continue to grow the business, both in our traditional tiling markets as well as the flooring sector and will achieve this by a combination of bringing new and existing products to new and existing customers, increasing the Level of Service to our customers and increasing industrial efficiencies by constant investments in our footprint.

2024 has been a further transitional year for the UK business with further EBITDA recovery on previous years and a large change in our branding as we completed the change to Kerakoll Uk with a name change mid-year from Tilemaster Adhesives Ltd to Kerakoll Uk Ltd.

The operational situation in 2023 has greatly improved because of the work undertaken on a group and senior UK management level and this should continue in the future. This has included an increase in our manufacturing facility as we have brought further ranges of products under our control.

During 2024, the company issued an increase in share capital of £10m that allowed the company to purchase land for development with a new production and warehousing site to be built to support and drive future growth in the company.

The balance sheet remains strong, with a fixed asset base above £14.7m with stock holding at £3.5m. Working capital has been well controlled, which has seen us finish the year with a healthy cash position.

The directors wish to thank the employees for their continued hard work during the year.

KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Principal risks and uncertainties

The directors and management of the company manage the company’s risk in conjunction with Kerakoll SPA, our holding company.

The company manages its liquidity and cash flow risk through a positive cash balance held in the UK. This is controlled by regular monitoring and preparation of cash flow forecast and budget process.

The working capital requirements and cash flow are reviewed on a regular basis at both local and holding company level.

In order to manage trade debtors, one of the principal credit risks, all customers are set credit limits by senior managements and directors. This is based on a combination of payment history, sales team awareness and third-party credit references. The limits are reviewed on a regular basis and a complex block system within our debtor process automatically flags any overdue issues.

The company looks to mitigate supply chain risk by implementing a rigorous supplier selection process and working closely with a variety of suppliers.

 

A number of our suppliers are from the European market and the company is exposed to translation and transaction foreign exchange risk. To reduce this risk, the company purchases from our largest intercompany supplier in pounds sterling for goods to be sold in the UK.

The economic situation remains uncertain in the UK moving into 2025 although inflation is at lower levels. The economic picture is one of slow growth in the UK.

The land, for a new site, has now been purchased and future exciting plans are still in place, growth and expansion will continue.

We feel that with our strong balance sheet and continued support of the parent group, we are well placed to weather the continued economic storms.

Key performance indicators

The directors monitor the performance of the company on the following Key Performance Indicators:

2024
2023
Gross profit margin
32.43%
23.27%
Operating profit margin
(1.01)%
(1.97)%
Group measure of earnings*
862,349
93,192

* Earnings Before Interest, Tax, Depreciation and Amortisation ("EBITDA"), excluding specific group recharges

Fixed assets

Details of the additions and disposals to fixed assets are set out in the notes to the financial statements. During the year the company has spent £7.7m on new land for the site and £1.2m on new manufacturing plant and machinery. All the asset increases have been financed from cash reserves. The directors do not intend to adopt a policy of periodic revaluations for any class of asset as permitted by FRS102.

KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -

On behalf of the board

Mr C Gardner
Director
28 March 2025
KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -

The directors present their annual report and financial statements for the year ended 31 December 2024.

Principal activities

The principal activity of the company continued to be that of manufacturing and selling of tile adhesive, grout and other tiling products.

 

With effect from 19th June 2024, the name of the Company was changed from Tilemaster Adhesives Limited to Kerakoll U.K. Limited.

Results and dividends

The results for the year are set out on page 11.

No ordinary dividends were paid. 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:

Mr F Iacconi
(Resigned 24 June 2024)
Mr F Sghedoni
Mr C Gardner
(Appointed 24 June 2024)
Future developments

Now that the land has been purchased for the new site, 2025 will see the building begin of our new warehouse.

We are also looking to move deeper into the Irish market and are looking for suitable logistics partners to be able to undertake this.

Looking ahead to 2025, we remain committed to advancing our people-centric initiatives, in alignment with the global standards set by the broader group. Key focus areas include:

Auditor

MHA were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

Strategic report

The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of financial risk management.

KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 5 -
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.

 

Executive People Summary

Kerakoll UK Limited is part of the Kerakoll Group of international companies and our collective purpose is to bring passionate makers and thinkers together to build better places to live. We are committed to fostering an inclusive, sustainable, innovative and growth culture for our employees and we are proud to be a B Corp certified organisation.

We recognise that our people are our biggest business enabler and 2024 was an instrumental year in embedding our “one company” strategy as we further strengthened the connection of our people to our group purpose and ambition. We formally transitioned the UK business from ‘Tilemaster Adhesives Limited’ to ‘Kerakoll UK Limited’ at a company-wide conference where we brought together our UK employees to celebrate our people, our brand and our values.

This marked the start of a new chapter in our business evolution under our group umbrella to embed a “one company” philosophy and the focus throughout 2024 was on evolving our people processes and practices to:

We continued to develop our people through providing experiential on the job learning opportunities and expanding our digital learning resources to enable on-demand employee access on a broad range of topics at a time to suit our employees. We targeted the development of group capabilities in collaboration with our training providers to foster a peer-to-peer learning environment and we supported individual professional development through our partnership with education providers for apprenticeship programmes and professional accredited courses across key roles and functions.

As reported previously, we actively promote diversity across our workforce demonstrated through our demographics which highlight varying ages, genders, ethnicities, and abilities. However, our gender split remains heavily biased towards males primarily driven by our manufacturing and logistics workforce. There has been positive progression during 2024 with the gender split at 26% female, as of 31st December 2024, compared to 20% at the end of 2023 and we achieved 38% female representation within the UK leadership team. We will continue to promote a culture which encourages and embraces inclusion and diversity to be better representative of the communities in which we operate and the harness the power of a diverse workforce.

As a B Corp certified organisation, our commitment to sustainability has become embedded in our business practices with 2024 seeing the inclusion of sustainability objectives through our performance management process for all members of our leadership team and sustainability was a key criterion within our strategic business planning process. Our focus in 2024 was to understand Kerakoll Group’s Environment, Social and Governance (“ESG”) agenda and support various developments surrounding stakeholder engagement, sustainability reporting and the B Corp action plan. In addition, we expanded our local ESG agenda to accelerate our positive impact on the environment and our local communities by identifying actions to reduce our carbon footprint and looking at ways to strengthen internal practices as well as our external reputation as an ‘Employer of Choice’.

 

KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 6 -
Executive People Summary (continued)

These key sustainability initiatives have provided an opportunity for increased cross-functional collaboration, enhanced employee education on sustainability principles and practices and for positive engagement with our future workforce through inspiring the next generation to explore careers in science, technology and manufacturing. These efforts are not just about fulfilling our Corporate Social Responsibility (“CSR”); they are about actively shaping the future of our industry and positioning Kerakoll as a leader in innovation and excellence. We actively encourage all colleagues to embrace these opportunities, to think creatively about how they can contribute, and to continue working together across departments to make a positive impact. Together, we can build a brighter future, not only for Kerakoll but for the entire community.

In conclusion, 2024 was a year of positive and sustainable change for the business and provides a foundation from which to accelerate the growth of our people and our business as a global organisation.

On behalf of the board
Mr C Gardner
Director
28 March 2025
KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 7 -

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:

 

 

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.

KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF KERAKOLL U.K. LIMITED
- 8 -
Opinion

We have audited the financial statements of Kerakoll U.K. Limited (the 'company') for the year ended 31 December 2024 which comprise the statement of comprehensive income, 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:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor 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 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 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.

KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF KERAKOLL U.K. LIMITED (CONTINUED)
- 9 -

Opinions on other matters prescribed by the Companies Act 2006

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

 

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.

Matters on which we are required to report by exception

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:

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 responsibilities for the audit of the financial statements

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

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

KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF KERAKOLL U.K. LIMITED (CONTINUED)
- 10 -

 

 

 

 

 

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

A further description of our responsibilities 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.

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 an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Paul Spencer BSc(Hons) FCA
Senior Statutory Auditor
For and on behalf of MHA, Statutory Auditor
Preston, United Kingdom
28 March 2025
MHA is the trading name of MacIntyre Hudson LLP, a limited liability partnership in England and Wales (registered number OC312313)
KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 11 -
2024
2023
Notes
£
£
Turnover
3
33,468,506
38,930,320
Cost of sales
(22,613,541)
(29,873,024)
Gross profit
10,854,965
9,057,296
Administrative expenses
(11,213,342)
(9,828,731)
Other operating income
21,313
3,866
Operating loss
4
(337,064)
(767,569)
Interest receivable and similar income
7
94,477
52,022
Loss before taxation
(242,587)
(715,547)
Tax on loss
8
-
0
-
0
Loss for the financial year
(242,587)
(715,547)

The profit and loss account has been prepared on the basis that all operations are continuing operations.

KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 12 -
2024
2023
Notes
£
£
£
£
Fixed assets
Intangible assets
9
20,137
21,590
Tangible assets
10
14,686,481
6,723,874
14,706,618
6,745,464
Current assets
Stocks
11
3,572,285
3,552,163
Debtors
12
6,281,285
7,190,020
Cash at bank and in hand
4,115,913
3,907,154
13,969,483
14,649,337
Creditors: amounts falling due within one year
13
(7,222,412)
(9,698,525)
Net current assets
6,747,071
4,950,812
Net assets
21,453,689
11,696,276
Capital and reserves
Called up share capital
16
20,800,100
10,800,100
Profit and loss reserves
653,589
896,176
Total equity
21,453,689
11,696,276
The financial statements were approved by the board of directors and authorised for issue on 28 March 2025 and are signed on its behalf by:
Mr  C  Gardner
Director
Company registration number 04627336 (England and Wales)
KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 13 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 January 2023
10,800,100
1,611,723
12,411,823
Year ended 31 December 2023:
Loss and total comprehensive income
-
(715,547)
(715,547)
Balance at 31 December 2023
10,800,100
896,176
11,696,276
Year ended 31 December 2024:
Loss and total comprehensive income
-
(242,587)
(242,587)
Issue of share capital
16
10,000,000
-
10,000,000
Balance at 31 December 2024
20,800,100
653,589
21,453,689
KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 14 -
1
Accounting policies
Company information

Kerakoll U.K. Limited is a private company limited by shares incorporated in England and Wales. The registered office is Unit 4, Tomlinson Road, Leyland, PR25 2DY.

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:

 

 

The financial statements of the company are consolidated in the financial statements of Fin-Firel S.p.a. These consolidated financial statements are available from its registered office, Camera di Modena, Via Canaletto 80, 41100 Modena, Italy.

KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 15 -
1.2
Going concern

The company has well established relationships with customers and suppliers. Supplier volatility on prices and supply has continued to ease during 2024.There is a written confirmation in place from its parent company that it will provide adequate financial support for at least 12 months from signing, should the company require it.true

Although 2025 looks to be a difficult market, we maintain a positive outlook as we look to move into different markets, supported by strengthening of our organisation and our Marketing and Brand investments.

2024 was a vastly improved position from 2023 and the company maintained good working capital with strong positive bank balances and the increase of share capital to finance the new land.

The company recorded its best result since the merger between Tilemaster and Kerakoll UK in 2020.

As part of the company 5-year plan, which has been approved by group, a profit and loss forecast shows that the company will continue to move forward into profit and the cash flow is in place to support this.

Further investment is planned in the UK that will secure the long-term future and ongoing development.

Therefore, at the time of approving the financial statements, the directors have reasonable expectation that the company has adequate resources to continue in operational existence for at least the 12 months following the approval of these financial statements. Thus, the directors continue to adopt the going concern basis of accounting in preparing these statements.

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

1.4
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Software
25% on cost
1.5
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.

KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 16 -

Depreciation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following bases:

Freehold property
4% on cost
Integral fixtures
10% on cost
Plant and machinery
10% on cost
Fixtures and fittings
10% on cost
Computer equipment
25% on cost

Freehold land and assets in construction are not depreciated.

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

1.6
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss.

1.7
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.8
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand only.

KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 17 -
1.9
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, 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.

KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 18 -
Basic financial liabilities

Basic financial liabilities, including creditors, 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.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.10
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.

1.11
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 liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 19 -
1.12
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.

1.13
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.14
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

1.15
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

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.

 

There were no significant areas of judgement or estimation uncertainty.

3
Turnover and other revenue
2024
2023
£
£
Turnover analysed by class of business
Tiling adhesives and grout
33,468,506
38,930,320
KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
3
Turnover and other revenue
(Continued)
- 20 -
2024
2023
£
£
Turnover analysed by geographical market
United Kingdom
31,893,477
37,022,698
ROI
1,575,029
1,907,622
33,468,506
38,930,320
4
Operating loss
2024
2023
Operating loss for the year is stated after charging:
£
£
Fees payable to the company's auditor for the audit of the company's financial statements
19,500
16,725
Depreciation of owned tangible fixed assets
740,980
732,304
Loss on disposal of tangible fixed assets
9,666
-
Amortisation of intangible assets
7,192
1,439
Operating lease charges
794,260
665,351
5
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2024
2023
Number
Number
Sales
30
34
Production
64
62
Administration
25
25
Total
119
121

Their aggregate remuneration comprised:

2024
2023
£
£
Wages and salaries
5,078,871
4,671,234
Social security costs
520,989
469,743
Pension costs
271,393
194,259
5,871,253
5,335,236
KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 21 -
6
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
270,661
255,336
Company pension contributions to defined contribution schemes
29,080
20,930
299,741
276,266

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 1 (2023 - 1).

Remuneration disclosed above include the following amounts paid to the highest paid director:
2024
2023
£
£
Remuneration for qualifying services
162,368
255,355
Company pension contributions to defined contribution schemes
15,603
20,930
7
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
92,218
52,022
Other interest income
2,259
-
0
Total income
94,477
52,022
8
Taxation
KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
8
Taxation
(Continued)
- 22 -

The actual charge for the year can be reconciled to the expected credit for the year based on the profit or loss and the standard rate of tax as follows:

2024
2023
£
£
Loss before taxation
(242,587)
(715,547)
Expected tax credit based on the standard rate of corporation tax in the UK of 25.00% (2023: 23.52%)
(60,647)
(168,297)
Tax effect of expenses that are not deductible in determining taxable profit
13,022
48,698
Tax effect of income not taxable in determining taxable profit
(565)
-
0
Change in unrecognised deferred tax assets
22,181
121,871
Permanent capital allowances in excess of depreciation
26,009
(2,272)
Taxation charge for the year
-
-

Legislation was enacted with effect from the accounting period ended 31 December 2024 to implement the Pillar Two Model Rules published by the OECD. Kerakoll U.K. Ltd is within the scope of Pillar Two. Tax chargeable under Pillar Two is £nil in the period (2023: N/A)

9
Intangible fixed assets
Software
£
Cost
At 1 January 2024
23,029
Additions
5,739
At 31 December 2024
28,768
Amortisation and impairment
At 1 January 2024
1,439
Amortisation charged for the year
7,192
At 31 December 2024
8,631
Carrying amount
At 31 December 2024
20,137
At 31 December 2023
21,590
KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 23 -
10
Tangible fixed assets
Freehold property
Integral fixtures
Assets under construction
Plant and machinery
Fixtures and fittings
Computer equipment
Total
£
£
£
£
£
£
£
Cost
At 1 January 2024
3,012,439
49,964
1,228,866
6,118,211
276,351
290,121
10,975,952
Additions
7,390,723
410
1,107,811
135,528
7,117
81,866
8,723,455
Disposals
-
0
-
0
(19,868)
-
0
-
0
(375)
(20,243)
Transfers
346,686
-
0
(1,406,488)
1,059,802
-
0
-
0
-
0
At 31 December 2024
10,749,848
50,374
910,321
7,313,541
283,468
371,612
19,679,164
Depreciation and impairment
At 1 January 2024
464,540
37,306
-
0
3,327,357
192,129
230,746
4,252,078
Depreciation charged in the year
104,034
4,581
-
0
562,934
27,554
41,877
740,980
Eliminated in respect of disposals
-
0
-
0
-
0
-
0
-
0
(375)
(375)
At 31 December 2024
568,574
41,887
-
0
3,890,291
219,683
272,248
4,992,683
Carrying amount
At 31 December 2024
10,181,274
8,487
910,321
3,423,250
63,785
99,364
14,686,481
At 31 December 2023
2,547,899
12,658
1,228,866
2,790,854
84,222
59,375
6,723,874
KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
10
Tangible fixed assets
(Continued)
- 24 -

Included in the cost of Freehold Property is freehold land of £8,143,084 (2023: £410,670) which is not depreciated.

11
Stocks
2024
2023
£
£
Raw materials and consumables
1,557,933
1,834,499
Finished goods and goods for resale
2,014,352
1,717,664
3,572,285
3,552,163
12
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
5,703,420
6,752,614
Prepayments and accrued income
577,865
437,406
6,281,285
7,190,020
13
Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
3,004,925
4,759,248
Amounts owed to group undertakings
1,842,327
2,115,112
Taxation and social security
728,382
907,061
Other creditors
27,604
33,914
Accruals and deferred income
1,619,174
1,883,190
7,222,412
9,698,525
KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 25 -
14
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Liabilities
Liabilities
2024
2023
Balances:
£
£
Accelerated capital allowances
1,004,795
809,143
Tax losses
(997,894)
(811,970)
Other timing differences
(6,901)
2,827
-
-

Deferred tax has been provided for at a rate of 25% (2023: 25%).

Deferred tax is not recognised in respect of tax losses of £3,786,700 (2023: £3,586,968), equating to tax credits of £946,675 (2023: £896,742).

15
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
271,393
194,259

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.

16
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
20,800,000
10,800,000
20,800,000
10,800,000
Ordinary "A" shares of £1 each
40
40
40
40
Ordinary "B" shares of £1 each
40
40
40
40
Ordinary "C" shares of £1 each
20
20
20
20
20,800,100
10,800,100
20,800,100
10,800,100
KERAKOLL U.K. LIMITED
(FORMERLY TILEMASTER ADHESIVES LIMITED)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 26 -
17
Operating lease commitments
Lessee

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2024
2023
£
£
Within one year
727,986
249,001
Between two and five years
1,372,194
201,957
2,100,180
450,958
18
Capital commitments

Amounts contracted for but not provided in the financial statements:

2024
2023
£
£
Acquisition of tangible fixed assets
-
9,551,000
19
Related party transactions

The company has taken advantage of the exemption permitted under Section 33.1A from disclosing transactions with the parent and fellow wholly owned group subsidiary companies.

20
Ultimate controlling party

The parent company is Kerakoll S.p.a, and the ultimate parent company is Fin-Firel S.p.a, both incorporated in Italy.

 

Fin-Firel S.p.a is owned and controlled by Fabio and Emilia Sghedoni, who are considered to be the ultimate controlling party.

 

The parent undertaking of the largest and smallest group for which Group accounts are prepared is Fin-Firel S.p.a and are available from Camera di Modena, Via Canaletto 80, 41100 Modena, Italy.

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