Company registration number 02159382 (England and Wales)
SANKO GOSEI UK LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2024
SANKO GOSEI UK LTD
COMPANY INFORMATION
Directors
H Aoki
W Ash
S Hirayama
(Appointed 1 September 2024)
D Hughes
L P Tabner
K Tagami
(Appointed 1 September 2024)
Secretary
K M Houghton
Company number
02159382
Registered office
15/17 Seddon Place
Stanley Industrial Estate
Skelmersdale
Lancashire
WN8 8EB
Auditor
Mitchell Charlesworth (Audit) Limited
Suites C, D, E & F
14th Floor, The Plaza
100 Old Hall Street
Liverpool
England
L3 9QJ
SANKO GOSEI UK LTD
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 7
Independent auditor's report
8 - 11
Statement of comprehensive income
12
Balance sheet
13
Statement of changes in equity
14
Notes to the financial statements
15 - 27
SANKO GOSEI UK LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MAY 2024
- 1 -
The directors present the strategic report for the year ended 31 May 2024.
Objectives
The company's objectives are to continue to increase the turnover and profitability of the business and provide a good return to its shareholder.
Strategy
The company is working hard to maintain current business with existing customers, and at the same time they are generating new work with other automotive manufacturers such as Lotus.
Sanko UK has been successful in obtaining business outside of the automotive sector including building products.
The company will continue to trade in its existing markets while at the same time looking for opportunities to diversify into other markets.
At the end of the financial year 31 May 2024 the company had a strong Balance Sheet meeting all its current and expected obligations giving customer confidence for future business opportunities.
Principal risks and uncertainties
The UK automotive market continues to face the ongoing challenges of cheap imports of EV’s from China, incoming administration government in the USA may result in potential trade disruptions and protectionism across the globe.
The continuing conflict in Ukraine still having a significant impact on the cost of energy.
The stated aims in the UK and EU of achieving net zero carbon has a significant impact on the automotive market at present we cannot fully quantify this may have with our business.
These potential challenges faced by UK and EU businesses may not have as significant impact businesses in other countries due to earlier preparation and infrastructure investment.
The current lack of infrastructure investment within the UK means the target of only selling EV’s from 2030 is a risk to the automotive market.
Performance during the year
The company's turnover increased on the previous year due to our expanding our customer base and increasing sales from our Kings Norton facility.
Costs have increased due to raw material prices, energy costs and labour wage inflation but these costs have been offset by price negotiations with customers.
Position at the end of the year
The company anticipates that turnover will reduce in the next FY due to the uncertainty of EV sales effecting our customer volumes.
Furthermore the company has made a decision to transfer work from their UK facility to our European facilities to be closer to our customer locations.
SANKO GOSEI UK LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 2 -
Key performance indicators
The directors monitor the performance of the company against an annual budget, monitoring key performance indicators to ensure they are within acceptable parameters. Indicators include:
- Gross margins (2024: 5.9%, 2023: 13.1%)
- Operating Profit % (2024: 0.3%, 2023: 5.4%)
- Headcount v Plan
- Capital expenditure v Plan
Section 172 statement
The directors are fully aware of and have considered the matters set out in Section 172 (a) to (f) of the Companies Act 2016 when performing their duty to promote the success of the company for the benefit of its members and in doing so have regard (amongst other matters) to:
the likely consequences of any decisions in the long term,
the interests of the company's employees,
the need to foster the company's business relationships with suppliers, customers and others,
the impact of the company's operations on the community and the environment,
the desirability of the company maintaining a reputation for high standards of business conducts,
the need to act fairly as between members of the company.
The board understands the views of all stakeholders and have taken into account the matters set out in Section 172 (a) to (f) of the Companies Act 2016 in board discussions and when making key decisions in order to act in the interests of all shareholders and to make sure all stakeholder are treated fairly.
The following examples explain how the directors fulfil their duties in respect of these matters.
Employees
The company is committed to being a reasonable employer. Our behaviour is aligned with the expectations of our employees in addition to wider society. Our people are at the heart of our business. In order to succeed, we manage and support their performance, we do this primarily through our in-house training programs to ensure we are supporting the next generation of talent.
Business relationships
Customer centricity is at the heart of our company strategy. To realise this objective, we need to develop and maintain strong relationships with our customer base and provide the best possible service that we can. We value all our suppliers, and work closely with our critical suppliers.
Community and environment
The company's strong commitment to sustainability is central to our values, we are significantly involved in R&D in the pursuit of next generation technologies in order to reduce raw material usage.
We also encourage our employees in their efforts to provide valuable support to our local communities through volunteer work.
Communication
The directors are committed to openly engaging with the group management team. The parent company strategy and values are explained clearly and regularly, with feedback heard and considered.
SANKO GOSEI UK LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 3 -
W Ash
Director
30 April 2025
SANKO GOSEI UK LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MAY 2024
- 4 -
The directors present their annual report and financial statements for the year ended 31 May 2024.
Principal activities
The principal activity of the company continued to be that of the manufacture of plastic injection moulded parts for the automotive industry.
Results and dividends
The profit for the year, after taxation, amounted to £145,213 (2023: £1,760,731).
Ordinary dividends were paid amounting to £800,000 (2023: £150,000). The directors do not recommend payment of a further dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
H Aoki
W Ash
K Badics
(Appointed 26 September 2023 and resigned 31 August 2024)
S Hirayama
(Appointed 1 September 2024)
D Hughes
A Kusumi
(Resigned 31 August 2024)
L P Tabner
K Tagami
(Appointed 1 September 2024)
None of the directors who held office during the year had any disclosable interests in the shares of the company.
Financial instruments
Liquidity risk
The company seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs by preparing cash flow forecasts to ensure it has the sufficient cash reserves to meet the cash outflows as they fall due.
Interest rate risk
The company does not have any third party borrowings or a bank overdraft; therefore, it is not exposed to any material interest rate risk
Currency risk
The company is exposed to foreign currency transaction risk. In order to mitigate this risk, the company will match the transactions in that if it is making a sale in a foreign currency, it will try to ensure that the corresponding purchases are also made in that currency. In addition, the company uses NatWest's Money Market Facility to ensure that it can get the best rate available when settling the outstanding transactions.
Finally, if there is a long-term contract in a foreign currency, then the company will use foreign currency derivatives to manage foreign currency exposure and fix the prices that it will receive from the contract.
Credit risk
The company's principal financial assets are cash and trade debtors. The credit risk associated with the cash balance is limited and the principal credit risk arises from its trade debtors. In order to manage this credit risk, the majority of customers are large well-known companies within the automotive industry who operate on a self-bill basis which significantly reduces the credit risk
SANKO GOSEI UK LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 5 -
Research and development
The company is committed to a continuing program of R&D both with our parent company, customers and suppliers. This R&D involves development of new technologies and exchange of technical information. An example of this: currently the company is actively working with institutions such as Warwick University on new technology projects.
Business relationships
The company has a strong working relationship with customers and suppliers. This opinion is supported by the fact that the company has long term relationships with most of its customers, suppliers and its employees.
Future developments
A business review and future developments impacting the company are disclosed in the Strategic Report on page 1 to 2.
Energy and carbon report
As the company has consumed more than 40,000 kWh of energy in this reporting period, it is required to report on its emissions, energy consumption or energy efficiency activities.
2024
2023
Energy consumption
kWh
kWh
Aggregate of energy consumption in the year
6,571,913
6,019,426
2024
2023
Emissions of CO2 equivalent
metric tonnes
metric tonnes
Scope 1 - direct emissions
- Gas combustion
1,285,482
519,984
- Fuel consumed for owned transport
45,175
84,629
1,330,657
604,613
Scope 2 - indirect emissions
- Electricity purchased
1,360,715
1,246,322
Scope 3 - other indirect emissions
- Fuel consumed for transport not owned where company is responsible for purchase of fuel
-
-
Total gross emissions
2,691,372
1,850,935
Intensity ratio
Tonnes CO2e per part produced
0.40
0.28
Quantification and reporting methodology
We have followed the 2019 HM Government Environmental Reporting Guidelines. We have also used the GHG Reporting Protocol – Corporate Standard and have used the 2020 UK Government’s Conversion Factors for Company Reporting.
Intensity measurement
The chosen intensity measurement ratio is total gross emissions in metric tonnes CO2e per part produced, the recommended ratio for the sector.
SANKO GOSEI UK LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 6 -
Measures taken to improve energy efficiency
We have implemented several energy efficiency initiatives across site in the financial year and will continue to assess future projects for the next 12 months in line with these measures.
Statement of directors' responsibilities
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;
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.
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.
SANKO GOSEI UK LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 7 -
Qualifying third party indemnity provisions
A qualifying third-party indemnity provision as defined in Section 234 of the Companies Act 2006 is in force for the benefit of the directors in respect of liabilities incurred as a result of their office, to the extent permitted by law. In respect of those liabilities for which directors may not be indemnified, a directors' and offices' liability insurance policy were maintained throughout the financial period and up to the date of signing these financial statements.
On behalf of the board
W Ash
Director
30 April 2025
SANKO GOSEI UK LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF SANKO GOSEI UK LTD
- 8 -
Opinion
We have audited the financial statements of Sanko Gosei UK Ltd (the 'company') for the year ended 31 May 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:
give a true and fair view of the state of the company's affairs as at 31 May 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.
SANKO GOSEI UK LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SANKO GOSEI UK LTD
- 9 -
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 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 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.
We identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion.
Identifying and assessing potential risks related to irregularities
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:
the nature of the industry and sector, control environment and business performance;
the company's own assessment of the risks that irregularities may occur either as a result of fraud or error;
the results of our enquiries of management of their own identification of and assessment of the risks of irregularities;
any matters we identified having obtained and reviewed the company's documentation of their policies and procedures relating to:
identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance;
detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud; and
the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations; and
the matters discussed among the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud
SANKO GOSEI UK LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SANKO GOSEI UK LTD
- 10 -
As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas:
(i) The presentation of the Statement of Comprehensive Income, (ii) the accounting policy for revenue recognition (iii) understatement of creditors and (iv) Stock valuation. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.
We also obtained an understanding of the legal and regulatory framework that the company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act.
In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company’s ability to operate or to avoid a material penalty.
Our procedures to respond to risks identified included the following:
reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with relevant laws and regulations described above as having a direct effect on the financial statements;
enquiring of management and directors concerning actual and potential litigation and claims;
performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
reading minutes of board meetings and reviewing correspondence with relevant authorities where matters identified were significant;
in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
Owing to 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.
SANKO GOSEI UK LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SANKO GOSEI UK LTD
- 11 -
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.
Michael Buxton
Senior Statutory Auditor
For and on behalf of Mitchell Charlesworth (Audit) Limited
30 April 2025
Accountants
Statutory Auditor
Suites C, D, E & F
14th Floor, The Plaza
100 Old Hall Street
Liverpool
England
L3 9QJ
SANKO GOSEI UK LTD
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MAY 2024
- 12 -
2024
2023
Notes
£
£
Turnover
3
48,266,803
41,048,291
Cost of sales
(45,396,609)
(35,653,474)
Gross profit
2,870,194
5,394,817
Administrative expenses
(2,855,641)
(3,312,789)
Other operating income
138,917
123,850
Operating profit
4
153,470
2,205,878
Interest receivable and similar income
7
28,234
16,532
Interest payable and similar expenses
8
(15,662)
(3,705)
Amounts written off investments
9
-
(1,291)
Profit before taxation
166,042
2,217,414
Tax on profit
10
(20,829)
(456,683)
Profit for the financial year
145,213
1,760,731
The profit and loss account has been prepared on the basis that all operations are continuing operations.
SANKO GOSEI UK LTD
BALANCE SHEET
- 13 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
13
6,639,079
6,915,935
Investments
14
557,950
557,950
7,197,029
7,473,885
Current assets
Stocks
16
2,628,351
2,542,646
Debtors
17
13,480,681
12,623,600
Cash at bank and in hand
1,582,242
3,423,170
17,691,274
18,589,416
Creditors: amounts falling due within one year
18
(9,309,060)
(9,892,653)
Net current assets
8,382,214
8,696,763
Total assets less current liabilities
15,579,243
16,170,648
Creditors: amounts falling due after more than one year
19
(79,864)
(86,897)
Provisions for liabilities
Deferred tax liability
20
772,054
701,639
(772,054)
(701,639)
Net assets
14,727,325
15,382,112
Capital and reserves
Called up share capital
22
6,000,000
6,000,000
Profit and loss reserves
8,727,325
9,382,112
Total equity
14,727,325
15,382,112
The financial statements were approved by the board of directors and authorised for issue on 30 April 2025 and are signed on its behalf by:
W Ash
Director
Company registration number 02159382 (England and Wales)
SANKO GOSEI UK LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MAY 2024
- 14 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 June 2022
6,000,000
7,771,381
13,771,381
Year ended 31 May 2023:
Profit and total comprehensive income for the year
-
1,760,731
1,760,731
Dividends
11
-
(150,000)
(150,000)
Balance at 31 May 2023
6,000,000
9,382,112
15,382,112
Year ended 31 May 2024:
Profit and total comprehensive income for the year
-
145,213
145,213
Dividends
11
-
(800,000)
(800,000)
Balance at 31 May 2024
6,000,000
8,727,325
14,727,325
SANKO GOSEI UK LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2024
- 15 -
1
Accounting policies
Company information
Sanko Gosei UK Ltd is a company limited by shares and incorporated in England and Wales. Registered number: 02159382. Its registered head office is located at 15/17 Seddon Place, Stanley Industrial Estate, Skelmersdale, Lancashire, WN8 8EB
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 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: Interest income/expense and net gains/losses for financial instruments not measured at fair value; 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 financial statements of the company are consolidated in the financial statements of Sanko Gosei limited. These consolidated financial statements are available from its registered office, 1200 Habushin Nanto-City, Toyama, Japan.
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
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.
When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
SANKO GOSEI UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
1
Accounting policies
(Continued)
- 16 -
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.
Other income relates to receipt of government funding in relation to the job retention scheme (also known as furlough). The income is recognised over the period to which it relates and when it is highly probable the income will be received without a significant reversal expected.
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:
Development costs
All intangibles are considered to have a finite useful life. If a realiable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
1.5
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation 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:
Freehold land and buildings
by equal installments over 25 years
Plant and equipment
20% to 25% reducing balance
Fixtures and fittings
25% reducing balance
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
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.
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.
SANKO GOSEI UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
1
Accounting policies
(Continued)
- 17 -
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, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
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.
Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
SANKO GOSEI UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
1
Accounting policies
(Continued)
- 18 -
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 creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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.
Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
SANKO GOSEI UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
1
Accounting policies
(Continued)
- 19 -
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.
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
Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.
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.
SANKO GOSEI UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 20 -
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.
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Useful economic life of tangible fixed assets
The useful economic life of tangible fixed assets is assessed based on the class of asset. The useful economic life is assessed at the end of the reporting period to determine whether estimates are still appropriate.
Cost Down Provision
With certain customers we enter into long term agreements, to ensure continuity of business. Within these agreements, the company is expected to reduce part cost on an annual basis as a result on production efficiencies subject to both parties achieving agreed conditions.
SANKO GOSEI UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 21 -
3
Turnover and other revenue
2024
2023
£
£
Turnover analysed by geographical market
United Kingdom
29,397,394
16,545,261
Rest of Europe
18,869,409
24,488,683
Rest of the world
-
14,347
48,266,803
41,048,291
2024
2023
£
£
Other revenue
Interest income
28,234
16,532
4
Operating profit
2024
2023
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange gains
(33,966)
(141,472)
Depreciation of owned tangible fixed assets
1,532,857
1,100,492
(Profit)/loss on disposal of tangible fixed assets
-
121,340
5
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
29,500
28,600
6
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Administration
31
24
Production
177
139
Total
208
163
SANKO GOSEI UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
6
Employees
(Continued)
- 22 -
Their aggregate remuneration comprised:
2024
2023
£
£
Wages and salaries
9,641,549
4,761,399
Social security costs
742,493
432,787
Pension costs
193,187
136,906
10,577,229
5,331,092
7
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
28,234
16,532
8
Interest payable and similar expenses
2024
2023
£
£
Interest on bank overdrafts and loans
15,662
3,705
9
Amounts written off investments
2024
2023
£
£
Gain/(loss) on disposal of investments held at fair value
-
(1,291)
10
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
20,829
456,683
Adjustments in respect of prior periods
(139,508)
20,681
Total current tax
(118,679)
477,364
SANKO GOSEI UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
10
Taxation
2024
2023
£
£
(Continued)
- 23 -
Deferred tax
Origination and reversal of timing differences
100,770
(11,419)
Adjustment in respect of prior periods
38,738
(9,262)
Total deferred tax
139,508
(20,681)
Total tax charge
20,829
456,683
The actual 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
166,042
2,217,414
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 19.00%)
41,511
421,309
Tax effect of expenses that are not deductible in determining taxable profit
6,250
5,001
Adjustments in respect of prior years
(87,588)
20,681
Group relief
13,133
Deferred tax adjustments in respect of prior years
10,541
(9,262)
Fixed asset differences
36,982
21,236
Remeasurement of deferred tax for changes in tax rates
(2,282)
Taxation charge for the year
20,829
456,683
11
Dividends
2024
2023
£
£
Final paid
800,000
150,000
SANKO GOSEI UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 24 -
12
Intangible fixed assets
Development costs
£
Cost
At 1 June 2023 and 31 May 2024
556,277
Amortisation and impairment
At 1 June 2023 and 31 May 2024
556,277
Carrying amount
At 31 May 2024
At 31 May 2023
13
Tangible fixed assets
Freehold land and buildings
Assets under construction
Plant and equipment
Fixtures and fittings
Total
£
£
£
£
£
Cost
At 1 June 2023
7,058,052
4,413
18,553,096
7,106,328
32,721,889
Additions
970,337
285,664
1,256,001
At 31 May 2024
7,058,052
4,413
19,523,433
7,391,992
33,977,890
Depreciation and impairment
At 1 June 2023
5,234,214
14,740,231
5,831,509
25,805,954
Depreciation charged in the year
159,719
1,010,723
362,415
1,532,857
At 31 May 2024
5,393,933
15,750,954
6,193,924
27,338,811
Carrying amount
At 31 May 2024
1,664,119
4,413
3,772,479
1,198,068
6,639,079
At 31 May 2023
1,823,838
4,413
3,812,865
1,274,819
6,915,935
14
Fixed asset investments
2024
2023
Notes
£
£
Investments in subsidiary
557,950
Investments in associates
15
557,950
557,950
557,950
SANKO GOSEI UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 25 -
15
Associates
Details of the company's associates at 31 May 2024 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Sanko Gosei Czech, s.r.o
Rohacova 188 37 Zizkov 130 00
Ordinary
20.00
16
Stocks
2024
2023
£
£
Raw materials and consumables
1,937,210
1,970,557
Work in progress
154,271
85,454
Finished goods and goods for resale
536,870
486,635
2,628,351
2,542,646
Raw materials, consumables and charges in finished goods and work in progress recognised as cost of sales in the year amounted to £27,244,195 (2023: £26,581,610). The write-down of stocks to net relisable value amounted to £Nil (2023: £Nil).
17
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
9,780,470
9,593,161
Amounts owed by group undertakings
1,701,515
1,887,963
Prepayments and accrued income
1,998,696
1,142,476
13,480,681
12,623,600
An impairment loss of £249,733 (2023: £70,643) was recognised against trade debtors.
18
Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
3,636,011
3,935,799
Amounts owed to group undertakings
2,238,780
1,120,674
Corporation tax
(19,297)
306,424
Other taxation and social security
1,256,705
1,282,800
Other creditors
1,028,246
1,025,076
Accruals and deferred income
1,168,615
2,221,880
9,309,060
9,892,653
SANKO GOSEI UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
18
Creditors: amounts falling due within one year
(Continued)
- 26 -
Amounts owed to group undertakings are unsecured and repayable on demand.
The assets of the company are secured by a legal debenture in favour of National Westminster Bank Plc.
19
Creditors: amounts falling due after more than one year
2024
2023
£
£
Accruals and deferred income
79,864
86,897
Trade creditors due greater than one year related to deferred payment terms on the purchase of plant and machinery and the balance of £79,864 is to be paid within the year ended 2026.
20
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
2024
2023
Balances:
£
£
Fixed asset timing differences
801,328
717,777
Losses and other deductions
(10,296)
-
Short term timing differences
(18,978)
(16,138)
772,054
701,639
2024
Movements in the year:
£
Liability at 1 June 2023
701,639
Charge to profit or loss
70,415
Liability at 31 May 2024
772,054
21
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
193,187
136,906
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.
SANKO GOSEI UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2024
- 27 -
22
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
6,000,000 ordinary shares of £1 each
6,000,000
6,000,000
6,000,000
6,000,000
23
Operating lease commitments
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
414,690
393,606
Between two and five years
1,554,667
1,497,489
In over five years
511,434
852,390
2,480,791
2,743,485
The above leases are mainly made up of the lease of the building for the painting facility in Birmingham.
24
Related party transactions
The company transacts with other members of the group, headed by Sanko Gosei Limited. These transactions are made on an arm's length basis. The company has taken the exemption available under FRS 102 Section 33 from disclosing transaction with these entities as they are all 100% owned
25
Ultimate controlling party
The company is a subsidiary undertaking of Sanko Gosei Limited, incorporated in Japan. The ultimate controlling party is Mr Kenso Kuroda, President of Sanko Gosei Limited.
The group in which the results of the company are consolidated is that headed by Sanko Gosei Limited. No other group financial statements include the results of the company. The consolidated accounts of this group are available to the public and may be obtained from 1200 Habushin, Nanto-City, Toyama, Japan
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