Company registration number 06347625 (England and Wales)
KURODA JENA TEC HOLDINGS LTD.
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 28 FEBRUARY 2025
KURODA JENA TEC HOLDINGS LTD.
COMPANY INFORMATION
Directors
Mr C Parker
Mr H Kuroda
Mr F Shiba
Mr Y Ogikubo
Mr Y Miura
Mr T Sawao
Secretary
Mr C Parker
Company number
06347625
Registered office
2 Regan Way
Chetwynd Business Park
Chilwell
Nottingham
United Kingdom
NG9 6RZ
Auditor
Azets Audit Services
St Davids Court
Union Street
Wolverhampton
West Midlands
United Kingdom
WV1 3JE
Business address
28 Knights Road, Old Dalby
Melton Mowbray
Leicestershire
United Kingdom
LE14 3NF
KURODA JENA TEC HOLDINGS LTD.
CONTENTS
Page
Strategic report
1
Directors' report
2 - 3
Directors' responsibilities statement
4
Independent auditor's report
5 - 7
Profit and loss account
8
Statement of comprehensive income
9
Balance sheet
10
Statement of changes in equity
11
Statement of cash flows
12
Notes to the financial statements
13 - 21
KURODA JENA TEC HOLDINGS LTD.
STRATEGIC REPORT
FOR THE YEAR ENDED 28 FEBRUARY 2025
- 1 -
The directors present the strategic report for the year ended 28 February 2025.
Business review
Up until 22 November 2024 the company acted as an intermediary holding company providing management and support services to its subsidiaries, Kuroda Jena Tec Inc (KJTI) based in the USA, and Jenaer Gewindetechnik GmbH (JGWT) based in Germany, on behalf on the ultimate Group parent company Kuroda Precision Industries Ltd (KPIL) based in Kanagawa, Japan. On 22 November 2024 the company divested its investments. Management charges ceased with effect from 1 December 2024.
During the year, there were no dividend receipts received from its subsidiaries, and like-wise, no dividend payments were made to its parent company, Kuroda Precision Industries Ltd.
The balance sheet of the company showed total equity value of £154,716 as at 28 February 2025 compared with £238,027 as at 29 February 2024. This includes an impairment charge of £NIL (2024: £2,858,167) made in the reported years accounts in respect of the reduced combined net equity valuation of KJTI and JGWT. The reasoning behind the impairment charge relates to the German business and the costs incurred from relocating the business during the reporting year, and the continued business recovery from the effects of the Covid pandemic. KPIL remains supportive of the company and its subsidiaries going forward into the new year.
Information relating to Group strategies, policy, sustainability, and initiatives can be found within the latest Annual Securities Report of KPIL.
Mr C Parker
Director
15 May 2025
KURODA JENA TEC HOLDINGS LTD.
DIRECTORS' REPORT
FOR THE YEAR ENDED 28 FEBRUARY 2025
- 2 -
The directors present their annual report and financial statements for the year ended 28 February 2025.
Principal activities
The principal activity of the company continued to be that of an investment holding entity.
Results and dividends
The results for the year are set out on page 8.
No ordinary dividends were paid. The directors do not recommend payment of a final dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mr C Parker
Mr H Kuroda
Mr F Shiba
Mr Y Ogikubo
Mr Y Miura
Mr T Sawao
Qualifying third party indemnity provisions
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 Companies Act 2006. The indemnity was in force throughout the last financial year and is currently in force.
Post reporting date events
Events that have occurred since the balance sheet date which are relevant to facilitate the understanding of the accounts and the future plans of the business are as follows:
After the year end the parent company is undertaking a group reorganisation and restructuring. It was determined in a board meeting held 26 September 2024 that Kuroda Jena Tec Holdings will be liquidated as soon as the necessary procedures are completed in accordance with local laws and regulations. Direct consolidation of the entity's subsidiary investments are scheduled for October 2024. On this basis management have concluded that the company is not a going concern.
Auditor
The auditors Azets Audit Services will be proposed for reappointment in accordance with Section 485 of the Companies Act 2006.
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.
KURODA JENA TEC HOLDINGS LTD.
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 28 FEBRUARY 2025
- 3 -
On behalf of the board
Mr C Parker
Director
15 May 2025
KURODA JENA TEC HOLDINGS LTD.
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 28 FEBRUARY 2025
- 4 -
The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
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.
KURODA JENA TEC HOLDINGS LTD.
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF KURODA JENA TEC HOLDINGS LTD.
- 5 -
Opinion
We have audited the financial statements of Kuroda Jena Tec Holdings Ltd. (the 'company') for the year ended 28 February 2025 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity, the statement of cash flows 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 28 February 2025 and of its loss 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.
We draw attention to notes 1.2, 7 and 16 in the financial statements. These notes refer to the group restructuring that has commenced since the year end. Kuroda Jena Tec Holdings will undergo dissolution and liquidation. The company will cease all operations as soon as the necessary procedures are complete in accordance with local laws and regulations. The financial statements have been prepared on a basis other than going concern basis. This basis includes, where applicable, writing down the company's assets to their recoverable amounts. No provision has been made for the future costs of terminating the business unless such costs were committed.
Our opinion is not modified in respect of this matter.
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.
KURODA JENA TEC HOLDINGS LTD.
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF KURODA JENA TEC HOLDINGS LTD.
- 6 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report and the directors' report.
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the 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.
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.
KURODA JENA TEC HOLDINGS LTD.
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF KURODA JENA TEC HOLDINGS LTD.
- 7 -
Extent to which the audit was considered capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.
We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework. Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.
In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:
Enquiry of management and those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud;
Reviewing minutes of meetings of those charged with governance;
Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the company through enquiry and inspection;
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;
Performing audit work over the risk of management bias and override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for indicators of potential bias.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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.
Lee Meredith BFP ACA
Senior Statutory Auditor
For and on behalf of Azets Audit Services
16 May 2025
Chartered Accountants
Statutory Auditor
St Davids Court
Union Street
Wolverhampton
West Midlands
United Kingdom
WV1 3JE
KURODA JENA TEC HOLDINGS LTD.
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 28 FEBRUARY 2025
- 8 -
2025
2024
Notes
£
£
Turnover
2
236,700
265,776
Administrative expenses
(195,774)
(167,719)
Other operating income
26,912
Operating profit
3
40,926
124,969
Interest payable and similar expenses
6
(66,171)
(68,359)
Amounts written off investments
7
(58,066)
(2,858,167)
Loss before taxation
(83,311)
(2,801,557)
Tax on loss
8
Loss for the financial year
(83,311)
(2,801,557)
The notes on pages 13 to 21 form part of these financial statements.
There were no items of other comprehensive income in the year (2023: £Nil).
KURODA JENA TEC HOLDINGS LTD.
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 28 FEBRUARY 2025
- 9 -
2025
2024
£
£
Loss for the year
(83,311)
(2,801,557)
Other comprehensive income
-
-
Total comprehensive income for the year
(83,311)
(2,801,557)
KURODA JENA TEC HOLDINGS LTD.
BALANCE SHEET
AS AT
28 FEBRUARY 2025
28 February 2025
- 10 -
28 February 2025
29 February 2024
Notes
£
£
£
£
Fixed assets
Tangible assets
9
276
Investments
10
2,171,283
2,171,559
Current assets
Debtors
11
1,671
49,474
Cash at bank and in hand
174,965
154,869
176,636
204,343
Creditors: amounts falling due within one year
12
(21,920)
(2,137,875)
Net current assets/(liabilities)
154,716
(1,933,532)
Net assets
154,716
238,027
Capital and reserves
Called up share capital
14
3,000,001
3,000,001
Capital redemption reserve
15
358,848
358,848
Other reserves
2,580,301
2,580,301
Profit and loss reserves
(5,784,434)
(5,701,123)
Total equity
154,716
238,027
The financial statements were approved by the board of directors and authorised for issue on 15 May 2025 and are signed on its behalf by:
Mr C Parker
Director
Company Registration No. 06347625
KURODA JENA TEC HOLDINGS LTD.
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 28 FEBRUARY 2025
- 11 -
Share capital
Capital redemption reserve
Capital contribution
Profit and loss reserves
Total
£
£
£
£
£
Balance at 1 March 2023
3,000,001
358,848
-
(2,899,566)
459,283
Year ended 29 February 2024:
Loss and total comprehensive income for the year
-
-
-
(2,801,557)
(2,801,557)
Capital contribution received
-
-
2,580,301
2,580,301
Balance at 29 February 2024
3,000,001
358,848
2,580,301
(5,701,123)
238,027
Year ended 28 February 2025:
Loss and total comprehensive income for the year
-
-
-
(83,311)
(83,311)
Balance at 28 February 2025
3,000,001
358,848
2,580,301
(5,784,434)
154,716
KURODA JENA TEC HOLDINGS LTD.
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 28 FEBRUARY 2025
- 12 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash (absorbed by)/generated from operations
20
(2,026,950)
111,278
Interest paid
(66,171)
(68,359)
Net cash (outflow)/inflow from operating activities
(2,093,121)
42,919
Investing activities
Purchase of tangible fixed assets
(230)
Purchase of subsidiaries
2,858,167
Proceeds from disposal of subsidiaries
2,113,217
(2,580,301)
Purchase of investments
(2,858,167)
Net cash generated from/(used in) investing activities
2,113,217
(2,580,531)
Financing activities
Proceeds from issue of shares
2,580,301
Net cash (used in)/generated from financing activities
-
2,580,301
Net increase in cash and cash equivalents
20,096
42,689
Cash and cash equivalents at beginning of year
154,869
112,180
Cash and cash equivalents at end of year
174,965
154,869
KURODA JENA TEC HOLDINGS LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 28 FEBRUARY 2025
- 13 -
1
Accounting policies
Company information
Kuroda Jena Tec Holdings Ltd. is a private company limited by shares incorporated in England and Wales. The registered office is 2 Regan Way Chetwynd Business Park, Chilwell, Nottingham, Nottinghamshire NG9 6RZ
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.
1.2
Going concern
On 26 September 2024 the directors agreed that the company will be liquidated as soon as the necessary procedures are completed in accordance with local laws and regulations. Direct consolidation of the entity's subsidiary investments occurred during the year. On this basis management have concluded that the company is not a going concern.
As a result, these financial statements are prepared on a basis other than going concern. The financial
statements reflect the transactions, event and conditions which have arisen up to, and exist as at, the balance
sheet date. This basis includes, where applicable, writing down the company's assets to their recoverable
amounts. No provision has been made for the future costs of terminating the business unless such costs were
committed at the reporting date.
The directors have a reasonable expectation that the company will not continue in operational existence in the foreseeable future.
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.
Turnover relates to management services provided to subsidiary undertakings and is recognised on completion of the service provided.
1.4
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:
Office equipment
33.3% on a straight line basis
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.
KURODA JENA TEC HOLDINGS LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 28 FEBRUARY 2025
1
Accounting policies
(Continued)
- 14 -
1.5
Fixed asset investments
During the year the investment in Jenaer Gewindetechnik GmbH, a subsidiary company, was impaired by £nil (2024: £2,858,167 ).
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
1.6
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.7
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.
1.8
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.
KURODA JENA TEC HOLDINGS LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 28 FEBRUARY 2025
1
Accounting policies
(Continued)
- 15 -
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.
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 and loans from fellow group companies, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
KURODA JENA TEC HOLDINGS LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 28 FEBRUARY 2025
1
Accounting policies
(Continued)
- 16 -
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.
1.9
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.
1.10
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.11
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.
Exceptional items are transactions that fall within the ordinary activities of the company but are presented separately due to their size or incidence.
1.12
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.
Impairment of investments
On the 29 February 2024 the directors considered whether there were any indicators of impairment in the investment in subsidiaries balance. Whilst there had been a decline in sales in the direct subsidiary, this had been counteracted by an increase in sales in the indirect subsidiary. After performing an impairment review, the directors had concluded that the recoverable value of the investments was below the carrying value in the financial statements, therefore, an impairment of £2,858,167 was recognised in the prior year. At the reporting date, no impairment review was necessary as the investments were divested on 22 November 2024.
KURODA JENA TEC HOLDINGS LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 28 FEBRUARY 2025
- 17 -
2
Turnover
2025
2024
£
£
Turnover analysed by class of business
Management charges
236,700
265,776
2025
2024
£
£
Turnover analysed by geographical market
Rest of Europe
106,200
119,599
Rest of the World
130,500
146,177
236,700
265,776
3
Operating profit
2025
2024
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange gains
(29,699)
Fees payable to the company's auditor for the audit of the company's financial statements
17,500
15,000
Depreciation of owned tangible fixed assets
276
482
4
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2025
2024
Number
Number
1
1
Their aggregate remuneration comprised:
2025
2024
£
£
Wages and salaries
106,000
107,515
Social security costs
13,267
14,793
Pension costs
10,300
10,300
129,567
132,608
KURODA JENA TEC HOLDINGS LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 28 FEBRUARY 2025
- 18 -
5
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
106,000
107,515
Company pension contributions to defined contribution schemes
10,300
10,300
116,300
117,815
6
Interest payable and similar expenses
2025
2024
£
£
Interest on financial liabilities measured at amortised cost:
Interest payable to group undertakings
66,171
68,359
7
Amounts written off investments
2025
2024
£
£
Other gains and losses
(58,066)
(2,858,167)
8
Taxation
The actual charge for the year can be reconciled to the expected credit for the year based on the profit or loss and the standard rate of tax as follows:
2025
2024
£
£
Loss before taxation
(83,311)
(2,801,557)
Expected tax credit based on the standard rate of corporation tax in the UK of 25.00% (2024: 24.49%)
(20,828)
(686,101)
Tax effect of utilisation of tax losses not previously recognised
(13,864)
Change in unrecognised deferred tax assets
6,311
Impairment losses
699,965
Loss on disposal of investment in subsidiary
14,517
Taxation charge for the year
-
-
KURODA JENA TEC HOLDINGS LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 28 FEBRUARY 2025
- 19 -
9
Tangible fixed assets
Office equipment
£
Cost
At 1 March 2024 and 28 February 2025
1,910
Depreciation and impairment
At 1 March 2024
1,634
Depreciation charged in the year
276
At 28 February 2025
1,910
Carrying amount
At 28 February 2025
At 29 February 2024
276
10
Fixed asset investments
2025
2024
Notes
£
£
Investments in subsidiaries
2,171,283
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 1 March 2024
2,171,283
Disposals
(2,171,283)
At 28 February 2025
-
Carrying amount
At 28 February 2025
-
At 29 February 2024
2,171,283
11
Debtors
2025
2024
Amounts falling due within one year:
£
£
Amounts owed by group undertakings
47,576
Other debtors
513
754
Prepayments and accrued income
1,158
1,144
1,671
49,474
KURODA JENA TEC HOLDINGS LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 28 FEBRUARY 2025
- 20 -
12
Creditors: amounts falling due within one year
2025
2024
£
£
Trade creditors
170
1,081
Amounts owed to group undertakings
2,097,678
Taxation and social security
3,594
Other creditors
1,073
Accruals and deferred income
21,750
34,449
21,920
2,137,875
Amounts due to group undertakings are unsecured and accrued interest at LIBOR + 1.5%. Following the abolition of LIBOR on 31 December 2021, the balance accrues interest at SONIA + 1.5% from 1 January 2022. The full amount owed to group was cleared during the year via offset against the purchase of Kuroda Jena Tec Holdings investments in subsidiaries by its parent entity.
13
Deferred taxation
At the year end there was an unprovided deferred tax asset of £110,758 (2024 - £104,567).
14
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of £1 each
3,000,001
3,000,001
3,000,001
3,000,001
15
Capital redemption reserve
Capital redemption reserve
The capital redemption reserve includes historical amounts transferred to the profit and loss account in respect of the nominal value of share redeemed.
Profit and loss account
The profit and loss account includes current and prior period retained profit and losses net of dividends paid.
16
Capital contribution
2025
2024
£
£
At the beginning of the year
2,580,301
-
Additions
-
2,580,301
At the end of the year
2,580,301
2,580,301
The capital contribution relates to funds received from the parent entity during the prior year. There were no issues of shares in relation to this transaction.
KURODA JENA TEC HOLDINGS LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 28 FEBRUARY 2025
- 21 -
17
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:
2025
2024
£
£
Within one year
480
18
Related party transactions
The company has taken advantage of the exemption in Section 33.1A of FRS102 to not disclose transactions with wholly owned subsidiaries within the group.
19
Ultimate controlling party
The ultimate parent undertaking and controlling party of this company is Kuroda Precision Industries Limited which is listed on the Tokyo Stock Exchange and registered in Japan. The smallest and largest group financial statements which include the results of the company is that headed by Kuroda Precision Industries Limited, whose accounts are publicly available and can be obtained from the following address: 580-16 Horikawacho, Saiwai-ku, Kawasaki, Kanagawa, Japan.
20
Cash (absorbed by)/generated from operations
2025
2024
£
£
Loss for the year after tax
(83,311)
(2,801,557)
Adjustments for:
Finance costs
66,171
68,359
Depreciation and impairment of tangible fixed assets
276
482
Other gains and losses
58,066
2,858,167
Movements in working capital:
Decrease/(increase) in debtors
47,803
(25,392)
(Decrease)/increase in creditors
(2,115,955)
11,219
Cash (absorbed by)/generated from operations
(2,026,950)
111,278
21
Analysis of changes in net funds
1 March 2024
Cash flows
28 February 2025
£
£
£
Cash at bank and in hand
154,869
20,096
174,965
2025-02-282024-03-01falsefalsefalseCCH SoftwareCCH Accounts Production 2025.100Mr H KurodaMr F ShibaMr Y OgikuboMr Y MiuraMr T SawaoMr T SawaoMr C Parker063476252024-03-012025-02-2806347625bus:CompanySecretaryDirector12024-03-012025-02-2806347625bus:Director12024-03-012025-02-2806347625bus:Director22024-03-012025-02-2806347625bus:Director32024-03-012025-02-2806347625bus:Director42024-03-012025-02-2806347625bus:Director52024-03-012025-02-2806347625bus:CompanySecretary12024-03-012025-02-2806347625bus:Director62024-03-012025-02-2806347625bus:RegisteredOffice2024-03-012025-02-28063476252025-02-28063476252023-03-012024-02-2906347625core:RetainedEarningsAccumulatedLosses2023-03-012024-02-2906347625core:RetainedEarningsAccumulatedLosses2024-03-012025-02-28063476252024-02-2906347625core:FurnitureFittings2025-02-2806347625core:FurnitureFittings2024-02-2906347625core:CurrentFinancialInstrumentscore:WithinOneYear2025-02-2806347625core:CurrentFinancialInstrumentscore:WithinOneYear2024-02-2906347625core:CurrentFinancialInstruments2025-02-2806347625core:CurrentFinancialInstruments2024-02-2906347625core:ShareCapital2025-02-2806347625core:ShareCapital2024-02-2906347625core:CapitalRedemptionReserve2025-02-2806347625core:CapitalRedemptionReserve2024-02-2906347625core:OtherMiscellaneousReserve2025-02-2806347625core:OtherMiscellaneousReserve2024-02-2906347625core:RetainedEarningsAccumulatedLosses2025-02-2806347625core:RetainedEarningsAccumulatedLosses2024-02-2906347625core:ShareCapital2023-02-2806347625core:CapitalRedemptionReserve2023-02-2806347625core:RetainedEarningsAccumulatedLosses2023-02-2806347625core:ShareCapitalOrdinaryShareClass12025-02-2806347625core:ShareCapitalOrdinaryShareClass12024-02-29063476252024-02-29063476252023-02-2806347625core:FurnitureFittings2024-03-012025-02-2806347625core:UKTax2024-03-012025-02-2806347625core:UKTax2023-03-012024-02-290634762512024-03-012025-02-280634762512023-03-012024-02-290634762522024-03-012025-02-280634762522023-03-012024-02-2906347625core:FurnitureFittings2024-02-2906347625core:Non-currentFinancialInstruments2025-02-2806347625core:Non-currentFinancialInstruments2024-02-2906347625bus:OrdinaryShareClass12024-03-012025-02-2806347625bus:OrdinaryShareClass12025-02-2806347625bus:OrdinaryShareClass12024-02-2906347625core:WithinOneYear2025-02-2806347625core:WithinOneYear2024-02-2906347625bus:PrivateLimitedCompanyLtd2024-03-012025-02-2806347625bus:FRS1022024-03-012025-02-2806347625bus:Audited2024-03-012025-02-2806347625bus:FullAccounts2024-03-012025-02-28xbrli:purexbrli:sharesiso4217:GBP