IRIS Accounts Production v25.1.0.734 00365565 director 1.1.24 31.12.24 31.12.24 distribution of industrial brushes, load runners, polishing and abrasive materials. 8 10 false true true false false false true true true true false Defined benefit pension plans Ordinary 1.00000 iso4217:GBPiso4217:USDiso4217:EURxbrli:sharesxbrli:pureutr:tonnesutr:kWh003655652023-12-31003655652024-12-31003655652024-01-012024-12-31003655652022-12-31003655652023-01-012023-12-31003655652023-12-3100365565ns15:EnglandWales2024-01-012024-12-3100365565ns14:PoundSterling2024-01-012024-12-3100365565ns10:Director12024-01-012024-12-3100365565ns10:PrivateLimitedCompanyLtd2024-01-012024-12-3100365565ns10:MediumEntities2024-01-012024-12-3100365565ns10:Audited2024-01-012024-12-3100365565ns10:SmallCompaniesRegimeForDirectorsReport2024-01-012024-12-3100365565ns10:Medium-sizedCompaniesRegimeForAccounts2024-01-012024-12-3100365565ns10:FullAccounts2024-01-012024-12-310036556512024-01-012024-12-3100365565ns5:TotalForAllPensionPlansExcludingMedicalOtherPlans2024-01-012024-12-3100365565ns10:OrdinaryShareClass12024-01-012024-12-3100365565ns10:CompanySecretary12024-01-012024-12-3100365565ns10:RegisteredOffice2024-01-012024-12-310036556512024-01-012024-12-310036556512023-01-012023-12-3100365565ns5:CurrentFinancialInstruments2024-12-3100365565ns5:CurrentFinancialInstruments2023-12-3100365565ns5:TotalForAllPensionPlansExcludingMedicalOtherPlans2024-12-3100365565ns5:TotalForAllPensionPlansExcludingMedicalOtherPlans2023-12-3100365565ns5:ShareCapital2024-12-3100365565ns5:ShareCapital2023-12-3100365565ns5:RetainedEarningsAccumulatedLosses2024-12-3100365565ns5:RetainedEarningsAccumulatedLosses2023-12-3100365565ns5:ShareCapital2022-12-3100365565ns5:RetainedEarningsAccumulatedLosses2022-12-3100365565ns5:RetainedEarningsAccumulatedLosses2023-01-012023-12-3100365565ns5:RetainedEarningsAccumulatedLosses2024-01-012024-12-3100365565ns5:NetGoodwill2024-01-012024-12-3100365565ns15:UnitedKingdom2024-01-012024-12-3100365565ns15:UnitedKingdom2023-01-012023-12-3100365565ns15:Europe2024-01-012024-12-3100365565ns15:Europe2023-01-012023-12-3100365565ns5:TotalGeographicSegmentsIncludingAnyUnallocatedAmount2024-01-012024-12-3100365565ns5:TotalGeographicSegmentsIncludingAnyUnallocatedAmount2023-01-012023-12-3100365565ns5:OwnedAssets2024-01-012024-12-3100365565ns5:OwnedAssets2023-01-012023-12-3100365565112024-01-012024-12-3100365565112023-01-012023-12-3100365565122024-01-012024-12-3100365565122023-01-012023-12-3100365565142024-01-012024-12-3100365565142023-01-012023-12-3100365565ns5:NetGoodwill2023-12-3100365565ns5:NetGoodwill2024-12-3100365565ns5:NetGoodwill2023-12-3100365565ns5:PlantMachinery2023-12-3100365565ns5:FurnitureFittings2023-12-3100365565ns5:ComputerEquipment2023-12-3100365565ns5:PlantMachinery2024-01-012024-12-3100365565ns5:FurnitureFittings2024-01-012024-12-3100365565ns5:ComputerEquipment2024-01-012024-12-3100365565ns5:PlantMachinery2024-12-3100365565ns5:FurnitureFittings2024-12-3100365565ns5:ComputerEquipment2024-12-3100365565ns5:PlantMachinery2023-12-3100365565ns5:FurnitureFittings2023-12-3100365565ns5:ComputerEquipment2023-12-3100365565ns5:WithinOneYearns5:CurrentFinancialInstruments2024-12-3100365565ns5:WithinOneYearns5:CurrentFinancialInstruments2023-12-3100365565ns5:WithinOneYear2024-12-3100365565ns5:WithinOneYear2023-12-3100365565ns5:BetweenOneFiveYears2024-12-3100365565ns5:BetweenOneFiveYears2023-12-3100365565ns5:AllPeriods2024-12-3100365565ns5:AllPeriods2023-12-3100365565ns10:OrdinaryShareClass12024-12-3100365565ns5:RetainedEarningsAccumulatedLosses2023-12-3100365565ns5:TotalForAllPensionPlansExcludingMedicalOtherPlans2023-01-012023-12-3100365565ns5:TotalForAllPensionPlansExcludingMedicalOtherPlans2023-12-3100365565ns5:TotalForAllPensionPlansExcludingMedicalOtherPlans2022-12-31
REGISTERED NUMBER: 00365565 (England and Wales)




















Report of the Director and

Financial Statements

for the Year Ended 31 December 2024

for

Osborn-Unipol (UK) Limited

Osborn-Unipol (UK) Limited (Registered number: 00365565)






Contents of the Financial Statements
for the Year Ended 31 December 2024




Page

Company Information 1

Report of the Director 2

Report of the Independent Auditors 4

Income Statement 7

Other Comprehensive Income 8

Balance Sheet 9

Statement of Changes in Equity 10

Notes to the Financial Statements 11


Osborn-Unipol (UK) Limited

Company Information
for the Year Ended 31 December 2024







DIRECTOR: S Pereira





SECRETARY: Mrs L Painter





REGISTERED OFFICE: Unit A2
Newhouse Farm Industrial Estate
Chepstow
Monmouthshire
NP16 6UD





REGISTERED NUMBER: 00365565 (England and Wales)

Osborn-Unipol (UK) Limited (Registered number: 00365565)

Report of the Director
for the Year Ended 31 December 2024

The director presents his report with the financial statements of the company for the year ended 31 December 2024.

DIRECTOR
S Pereira held office during the whole of the period from 1 January 2024 to the date of this report.

FINANCIAL RISK MANAGEMENT
The Company's operations expose it to a variety of financial risks that include credit risk, liquidity risk and interest rate risk.

Credit risk
The company's credit risk is principally attributed to its trade debtors. The company has implemented policies that require appropriate credit checks on potential customers before sales are made.

Liquidity risk
The company actively maintains short-term debt finance that is designed to ensure that the company has sufficient available funds for operations and planned expansions. The company is using a line of credit which is shared with other UK entities of the group.

Interest rate risk
The company has a policy of maintaining debt at variable rates. The directors will revisit the appropriateness of this policy should the company's operations change in size or nature.

DIRECTOR'S INDEMNITIES
As permitted by the Articles of Association, the directors have the benefit of an indemnity which is a qualifying third party indemnity provision as defined by Section 234 of the Companies Act 2006. The indemnity was in force throughout the last financial year and is currently in force. The company also purchased and maintained throughout the financial year Directors' and Officers' liability insurance in respect of itself and its directors.

STATEMENT OF DIRECTOR'S RESPONSIBILITIES
The director is responsible for preparing the Report of the Director and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the director is required to:

-select suitable accounting policies and then apply them consistently;
-make judgements and accounting estimates that are reasonable and prudent;
-prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The director is responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS
The auditors, Sumer Audit, will be proposed for re-appointment at the forthcoming Annual General Meeting.


Osborn-Unipol (UK) Limited (Registered number: 00365565)

Report of the Director
for the Year Ended 31 December 2024

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:





S Pereira - Director


7 May 2025

Report of the Independent Auditors to the Members of
Osborn-Unipol (UK) Limited

Opinion
We have audited the financial statements of Osborn-Unipol (UK) Limited (the 'company') for the year ended 31 December 2024 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:
-give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its profit for the year then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern
In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report.

Other information
The director is responsible for the other information. The other information comprises the information in the Report of the Director, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Report of the Director has been prepared in accordance with applicable legal requirements.

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 Report of the Director.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
- the financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of director's remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit; or
- the director was not entitled to take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Director.

Report of the Independent Auditors to the Members of
Osborn-Unipol (UK) Limited


Responsibilities of director
As explained more fully in the Statement of Director's Responsibilities set out on page two, the director is responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the director determines necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the director is responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.

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

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Based on our understanding of the Company and industry, we identified that the principal risks of non-compliance with laws and regulations related to health and safety, employment law and company legislation, and we considered the extent to which non-compliance might have a material effect on the financial statements of the Company. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006 and taxation legislation. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries to increase revenue or reduce expenditure, and management bias in accounting estimates and judgemental areas of the financial statements. Audit procedures
performed by the audit engagement team included:

- Discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulations and fraud;
- Understanding of management's internal controls designed to prevent and detect irregularities, and fraud;
- Reviewing the Company's legal costs to check for non-compliance with laws and regulations and fraud;
- Review of tax compliance with the involvement of our tax specialists in the audit;
- Designing audit procedures to incorporate unpredictability around the nature, timing or extent of our testing of
expenses;
- Testing transactions entered into outside of the normal course of the Company's business; and
- Identifying and testing journal entries, in particular any journal entries with fraud characteristics such as journals with
round numbers.

There are inherent limitations in the audit procedures described above and the further removed non-compliance with
laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Report of the Independent Auditors to the Members of
Osborn-Unipol (UK) Limited


Use of our report
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.




David Black (Senior Statutory Auditor)
for and on behalf of Sumer Audit
Statutory Auditors
Hermes House
Fire Fly Avenue
Swindon
Wiltshire
SN2 2GA

7 May 2025

Osborn-Unipol (UK) Limited (Registered number: 00365565)

Income Statement
for the Year Ended 31 December 2024

2024 2023
Notes £'000 £'000 £'000

TURNOVER 3 2,406 3,280

Cost of sales 1,133 1,548
GROSS PROFIT 1,273 1,732

Distribution costs 576 816
Administrative expenses 610 814
1,186 1,630
OPERATING PROFIT 5 87 102

Other finance income 15 45 46
PROFIT BEFORE TAXATION 132 148

Tax on profit 6 (33 ) (21 )
PROFIT FOR THE FINANCIAL YEAR 165 169

Osborn-Unipol (UK) Limited (Registered number: 00365565)

Other Comprehensive Income
for the Year Ended 31 December 2024

2024 2023
Notes £'000 £'000

PROFIT FOR THE YEAR 165 169


OTHER COMPREHENSIVE INCOME
Remeasurement of net defined benefit (4 ) (67 )
liability
Income tax relating to other comprehensive
income

(43

)

(34

)
OTHER COMPREHENSIVE INCOME FOR
THE YEAR, NET OF INCOME TAX

(47

)

(101

)
TOTAL COMPREHENSIVE INCOME FOR
THE YEAR

118

68

Osborn-Unipol (UK) Limited (Registered number: 00365565)

Balance Sheet
31 December 2024

2024 2023
Notes £'000 £'000 £'000
FIXED ASSETS
Intangible assets 7 - -
Tangible assets 8 6 3
6 3

CURRENT ASSETS
Stocks 9 223 208
Debtors 10 517 667
Cash at bank 652 481
1,392 1,356
CREDITORS
Amounts falling due within one year 11 364 272
NET CURRENT ASSETS 1,028 1,084
TOTAL ASSETS LESS CURRENT
LIABILITIES

1,034

1,087

PENSION ASSET 15 1,136 965
NET ASSETS 2,170 2,052

CAPITAL AND RESERVES
Called up share capital 13 901 901
Retained earnings 14 1,269 1,151
SHAREHOLDERS' FUNDS 2,170 2,052

The financial statements were approved by the director and authorised for issue on 7 May 2025 and were signed by:





S Pereira - Director


Osborn-Unipol (UK) Limited (Registered number: 00365565)

Statement of Changes in Equity
for the Year Ended 31 December 2024

Called up
share Retained Total
capital earnings equity
£'000 £'000 £'000
Balance at 1 January 2023 901 1,083 1,984

Changes in equity
Total comprehensive income - 68 68
Balance at 31 December 2023 901 1,151 2,052

Changes in equity
Total comprehensive income - 118 118
Balance at 31 December 2024 901 1,269 2,170

Osborn-Unipol (UK) Limited (Registered number: 00365565)

Notes to the Financial Statements
for the Year Ended 31 December 2024

1. STATUTORY INFORMATION

Osborn-Unipol (UK) Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the company's accounting policies.

The following principal accounting policies have been applied consistently throughout the year.

Going Concern
The company meets its day-to-day working capital requirements through its cash reserves and borrowings. The current economic conditions continue to create uncertainty particularly over the level of demand for the company's products.

The company's forecasts and projections, taking account of reasonable possible changes in trading performance, show that the company should be able to operate within the level of its current cash reserves and borrowings. The directors have reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The company therefore continues to adopt the going concern basis in preparing its financial statements.

Financial Reporting Standard 102 - reduced disclosure exemptions
The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

the requirements of Section 7 Statement of Cash Flows;
the requirement of paragraph 3.17(d);
the requirements of paragraphs 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
the requirements of paragraphs 12.26, 12.27, 12.29(a), 12.29(b) and 12.29A;
the requirement of paragraph 33.7.

This information is included in the consolidated financial statements of Jason Industries Inc. as at 31 December 2024 and these financial statements may be obtained from 833 East Michigan Street, Suite 900, Milwaukee, WI 53202, United States.

Turnover
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised -

Sale of goods
Revenue from the sale of goods is recognised when all of the following conditions are satisfied -
- the company has transferred the significant risks and rewards of ownership to the buyer;

-
the company retains neither continuing managerial involvement to the degree usually associated with
ownership nor effective control over the goods sold;
- the amount of revenue can be measured reliably;
- it is probable that the company will receive the consideration due under the transaction; and
- the costs incurred or to be incurred in respect of the transaction can be measured reliably

Goodwill
Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer's interest in the fair value of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, Goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight line basis to the Statement of Comprehensive Income over its useful economic life.

Osborn-Unipol (UK) Limited (Registered number: 00365565)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2024

2. ACCOUNTING POLICIES - continued

Tangible fixed assets
Tangible assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight line method.

Depreciation is provided on the following basis:

Plant and machinery5 to 20 years
Fixtures and fittings5 to 10 years
Computer equipment3 years
Motor vehicles2 years

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the Statement of Comprehensive Income.

Stocks
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

Financial instruments
The company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in non-puttable ordinary shares.

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or financed at a rate of interest that is not a market rate or in the case of an out-right short-term loan not at market rate, the financial asset or liability is measured, initially, at the present value of the future cash flow discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of Comprehensive Income.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the company would receive for the asset if it were to be sold at the balance sheet date.

Financial assets and liabilities are offset and the net amounts reported in the Balance Sheet when there is an 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.


Osborn-Unipol (UK) Limited (Registered number: 00365565)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2024

2. ACCOUNTING POLICIES - continued
Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currency translation

Functional and presentation currency
The company's functional and presentational currency is GBP.

Transactions and balances
Foreign currency transactions are translated into the functional currency using the spot rate exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Statement of Comprehensive Income except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in the Statement of Comprehensive Income within 'other operating income'.

Osborn-Unipol (UK) Limited (Registered number: 00365565)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2024

2. ACCOUNTING POLICIES - continued

Pension costs and other post-retirement benefits
Defined contribution pension plan
The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations.

The contributions are recognised as an expense in the Statement of Comprehensive Income when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the company in independently administered funds.

Defined benefit pension plan
The company operates a defined benefit plan for certain employees. A defined benefit plan defines the pension benefit that the employee will receive on retirement, usually dependent upon several factors including but not limited to age, length of service and remuneration. A defined benefit plan is a pension plan that is not a defined contribution plan.

The liability recognised in the Balance Sheet in respect of the defined benefit plan is the present value of the defined benefit obligation at the end of the balance sheet date less the fair value of plan assets at the balance sheet date (if any) out of which the obligations are to be settled.

The defined benefit obligation is calculated using the projected unit credit method. Annually the company engages independent actuaries to calculate the obligation. The present value is determined by discounting the estimated future payments using market yields on high quality corporate bonds that are denominated in sterling and that have terms approximating to the estimated period of the future payments ('discount rate').

The fair value of plan assets is measured in accordance with the FRS 102 fair value hierarchy and in accordance with the company's policy for similarly held assets. This includes the use of appropriate valuation techniques.

Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to other comprehensive income. These amounts together with the return on plan assets, less amounts included in net interest, are disclosed as 'Remeasurement of net defined benefit liability'.

The cost of the defined benefit plan, recognised in the Statement of Comprehensive Income as employee costs, except where included in the cost of an asset, comprises:
a) the increase in net pension benefit liability arising from employee service during the period; and
b) the cost of plan introductions, benefit changes, curtailments and settlements.

The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is recognised in the Statement of Comprehensive Income as a 'finance expense'.

Debtors
Short term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

Cash and cash equivalents
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

Creditors
Short term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

Osborn-Unipol (UK) Limited (Registered number: 00365565)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2024

2. ACCOUNTING POLICIES - continued

Finance costs
Finance costs are charged to the Statement of Comprehensive Income over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Interest income
Interest income is recognised in the Statement of Comprehensive Income using the effective interest method.

Provision for liabilities
Provisions are made where an event has taken place that gives the company a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.

Provisions are charged as an expense to the Statement of Comprehensive Income in the year that the company becomes aware of the obligation, and are measured at the best estimate at the Balance Sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.

When payments are eventually made, they are charged to the provision carried in the Balance Sheet.

Government grants
Government grants are recognised based on the accrual model and are measured at the fair value of the asset received or receivable. Grants are classified as relating either to revenue or to assets. Grants relating to revenue are recognised in income over the period in which the related costs are recognised. Grants relating to assets are recognised over the expected useful life of the asset. Where part of a grant relating to an asset is deferred, it is recognised as deferred income.

3. TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the company.

An analysis of turnover by geographical market is given below:

2024 2023
£'000 £'000
United Kingdom 2,360 3,156
Europe 45 120
Rest of the world 1 4
2,406 3,280

4. EMPLOYEES AND DIRECTORS

2024 2023
£'000 £'000
Wages and salaries 295 435
Social Security costs 36 80
Other pension costs 68 75
Redundancy costs - 140
399 730

2024 2023
£'000 £'000
Directors' remuneration - -

The average number of employees during the year was as follows:
2024 2023
Production 2 2
Management and administration 6 8
8 10

Osborn-Unipol (UK) Limited (Registered number: 00365565)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2024

5. OPERATING PROFIT

The operating profit is stated after charging:

2024 2023
£'000 £'000
Depreciation - owned assets 2 5
Foreign exchange differences 3 22
Impairment of trade receivables - 14
Stock recognised as an expense 1,052 1,472
Operating leases 119 126

6. TAXATION

Analysis of the tax credit
The tax credit on the profit for the year was as follows:
2024 2023
£'000 £'000
Deferred tax (33 ) (21 )
Tax on profit (33 ) (21 )

UK corporation tax has been charged at 25% (2023 - 19%).

Reconciliation of total tax credit included in profit and loss
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

2024 2023
£'000 £'000
Profit before tax 132 148
Profit multiplied by the standard rate of corporation tax in the UK of 25%
(2023 - 19%)

33

28

Effects of:
Expenses not deductible for tax purposes 1 4
Capital allowances in excess of depreciation (22 ) (19 )
Utilisation of tax losses 55 21
Defined benefit pension contributions adjustment (67 ) (34 )
Deferred tax - other timing differences (33 ) (21 )
Total tax credit (33 ) (21 )

Tax effects relating to effects of other comprehensive income

2024
Gross Tax Net
£'000 £'000 £'000
Remeasurement of net defined benefit (4 ) (43 ) (47 )
liability
(4 ) (43 ) (47 )

2023
Gross Tax Net
£'000 £'000 £'000
Remeasurement of net defined benefit (67 ) (34 ) (101 )
liability
(67 ) (34 ) (101 )

Osborn-Unipol (UK) Limited (Registered number: 00365565)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2024

7. INTANGIBLE FIXED ASSETS
Goodwill
£'000
COST
At 1 January 2024
and 31 December 2024 824
AMORTISATION
At 1 January 2024
and 31 December 2024 824
NET BOOK VALUE
At 31 December 2024 -
At 31 December 2023 -

8. TANGIBLE FIXED ASSETS
Fixtures
Plant and and Computer
machinery fittings equipment Totals
£'000 £'000 £'000 £'000
COST
At 1 January 2024 21 126 96 243
Additions - - 5 5
At 31 December 2024 21 126 101 248
DEPRECIATION
At 1 January 2024 19 125 96 240
Charge for year - 1 1 2
At 31 December 2024 19 126 97 242
NET BOOK VALUE
At 31 December 2024 2 - 4 6
At 31 December 2023 2 1 - 3

9. STOCKS
2024 2023
£'000 £'000
Finished goods 223 208

The value of stocks is not considered to be materially different from their replacement cost.

10. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2024 2023
£'000 £'000
Trade debtors 454 521
Amounts owed by group undertakings - 55
Deferred tax asset 52 62
Prepayments and accrued income 11 29
517 667

Osborn-Unipol (UK) Limited (Registered number: 00365565)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2024

11. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2024 2023
£'000 £'000
Trade creditors 71 41
Amounts owed to group undertakings 146 64
Social security and other taxes 96 113
Accruals and deferred income 51 54
364 272

12. LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:
2024 2023
£'000 £'000
Within one year 90 95
Between one and five years 440 438
530 533

13. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2024 2023
value: £'000 £'000
901,465 Ordinary £1 901 901

14. RESERVES
Retained
earnings
£'000

At 1 January 2024 1,151
Profit for the year 165
Remeasurement of net defined
benefit obligation

(4

)

Deffered tax on pension liability (43 )
At 31 December 2024 1,269

15. EMPLOYEE BENEFIT OBLIGATIONS

Due to change in pension legislation a money purchase pension plan was set up in April 1996 giving all new and existing employees who were not in the final salary scheme the opportunity to become members. The plan is a defined contribution scheme with contributions being charged to the Statement of Comprehensive Income on an actual basis. On 1 January 2004 a new group personal pension defined contribution scheme was established and the funds from the previous scheme were transferred to the new scheme.

Contributions to the defined contribution scheme by the company for the year amounted to £68,485 (2023 - £75,164).

The company operates a Defined Benefit Pension Scheme.

This scheme provides benefits on final pensionable pay and was closed to new members from 1 April 1996.

An interim actuarial valuation was carried out at 31 December 2024 by a qualified independent actuary.

Osborn-Unipol (UK) Limited (Registered number: 00365565)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2024

15. EMPLOYEE BENEFIT OBLIGATIONS - continued

The amounts recognised in profit or loss are as follows:

Defined benefit
pension plans
2024 2023
£'000 £'000
Current service cost 14 12
Net interest from net defined benefit
asset/liability

(45

)

(46

)
Past service cost - -
(31 ) (34 )

Actual return on plan assets (165 ) 436

Changes in the present value of the defined benefit obligation are as follows:

Defined benefit
pension plans
2024 2023
£'000 £'000
Opening defined benefit obligation 4,069 3,739
Current service cost 14 12
Contributions by scheme participants 4 4
Interest cost 180 179
Actuarial losses/(gains) (386 ) 278
Benefits paid (237 ) (143 )
3,644 4,069

Changes in the fair value of scheme assets are as follows:

Defined benefit
pension plans
2024 2023
£'000 £'000
Opening fair value of scheme assets 5,034 4,568
Contributions by employer 144 169
Contributions by scheme participants 4 4
Expected return 225 225
Actuarial gains/(losses) (390 ) 211
Benefits paid (237 ) (143 )
4,780 5,034

The amounts recognised in other comprehensive income are as follows:

Defined benefit
pension plans
2024 2023
£'000 £'000
Actuarial gains/(losses) (4 ) (67 )
(4 ) (67 )

Osborn-Unipol (UK) Limited (Registered number: 00365565)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2024

15. EMPLOYEE BENEFIT OBLIGATIONS - continued

The major categories of scheme assets as a percentage of total scheme assets are as follows:

Defined benefit
pension plans
2024 2023
Equities 25.80% 22.60%
Bonds 36.40% 36.90%
Corporate bonds 28.20% 27.80%
Cash 3.80% 5.10%
Liability driven investment 5.80% 7.60%
100.00% 100.00%

Principal actuarial assumptions at the balance sheet date (expressed as weighted averages):

2024 2023
Discount rate 5.35% 4.50%
Future salary increases 3.85% 3.70%
Future pension increases 2.80% 2.60%
RPI inflation 3.35% 3.20%

16. ULTIMATE PARENT UNDERTAKING AND CONTROLLING PARTY

The immediate parent undertaking is Jason Milwaukee Ireland Limited, a company incorporated in Ireland. The directors consider the ultimate parent undertaking and controlling party to be Jason Industries Inc., a company registered in the U.S.A, which is the smallest and largest group to consolidate these financial statements. Copies of these financial statements are available from 833 East Michigan Street, Suite 900, Milwaukee, WI 53202, United States.

17. RELATED PARTY DISCLOSURES

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.