IRIS Accounts Production v25.1.3.33 03630810 Board of Directors Board of Directors 1.1.24 31.12.24 31.12.24 Medium entities The principal activity of the company is the production of plastic goods for domestic use. true false true true false false true false These accounts have been prepared in accordance with the provisions applicable to companies subject to the medium-sized companies regime. Ordinary Shares 1.00000 iso4217:GBPiso4217:USDiso4217:EURxbrli:sharesxbrli:pureutr:tonnesutr:kWh036308102023-12-31036308102024-12-31036308102024-01-012024-12-31036308102022-12-31036308102023-01-012023-12-31036308102023-12-3103630810ns15:EnglandWales2024-01-012024-12-3103630810ns14:PoundSterling2024-01-012024-12-3103630810ns10:Director12024-01-012024-12-3103630810ns10:Director22024-01-012024-12-3103630810ns10:PrivateLimitedCompanyLtd2024-01-012024-12-3103630810ns10:MediumEntities2024-01-012024-12-3103630810ns10:Audited2024-01-012024-12-3103630810ns10:Medium-sizedCompaniesRegimeForDirectorsReport2024-01-012024-12-3103630810ns10:Medium-sizedCompaniesRegimeForAccounts2024-01-012024-12-3103630810ns10:FullAccounts2024-01-012024-12-3103630810ns10:OrdinaryShareClass12024-01-012024-12-3103630810ns10:Director32024-01-012024-12-3103630810ns10:Director42024-01-012024-12-3103630810ns10:Director52024-01-012024-12-3103630810ns10:CompanySecretary12024-01-012024-12-3103630810ns10:RegisteredOffice2024-01-012024-12-3103630810ns5:CurrentFinancialInstruments2024-12-3103630810ns5:CurrentFinancialInstruments2023-12-3103630810ns5:Non-currentFinancialInstruments2024-12-3103630810ns5:Non-currentFinancialInstruments2023-12-3103630810ns5:ShareCapital2024-12-3103630810ns5:ShareCapital2023-12-3103630810ns5:RetainedEarningsAccumulatedLosses2024-12-3103630810ns5:RetainedEarningsAccumulatedLosses2023-12-3103630810ns5:ShareCapital2022-12-3103630810ns5:RetainedEarningsAccumulatedLosses2022-12-3103630810ns5:RetainedEarningsAccumulatedLosses2023-01-012023-12-3103630810ns5:RetainedEarningsAccumulatedLosses2024-01-012024-12-310363081012024-01-012024-12-3103630810ns5:PlantEquipmentOtherAssetsUnderOperatingLeases2024-01-012024-12-3103630810ns5:PlantEquipmentOtherAssetsUnderOperatingLeases2023-01-012023-12-3103630810ns5:OwnedAssets2024-01-012024-12-3103630810ns5:OwnedAssets2023-01-012023-12-3103630810ns5:LongLeaseholdAssetsns5:LandBuildings2023-12-3103630810ns5:PlantMachinery2023-12-3103630810ns5:FurnitureFittings2023-12-3103630810ns5:LongLeaseholdAssetsns5:LandBuildings2024-01-012024-12-3103630810ns5:PlantMachinery2024-01-012024-12-3103630810ns5:FurnitureFittings2024-01-012024-12-3103630810ns5:LongLeaseholdAssetsns5:LandBuildings2024-12-3103630810ns5:PlantMachinery2024-12-3103630810ns5:FurnitureFittings2024-12-3103630810ns5:LongLeaseholdAssetsns5:LandBuildings2023-12-3103630810ns5:PlantMachinery2023-12-3103630810ns5:FurnitureFittings2023-12-3103630810ns5:MotorVehicles2023-12-3103630810ns5:ComputerEquipment2023-12-3103630810ns5:MotorVehicles2024-01-012024-12-3103630810ns5:ComputerEquipment2024-01-012024-12-3103630810ns5:MotorVehicles2024-12-3103630810ns5:ComputerEquipment2024-12-3103630810ns5:MotorVehicles2023-12-3103630810ns5:ComputerEquipment2023-12-3103630810ns5:WithinOneYearns5:CurrentFinancialInstruments2024-12-3103630810ns5:WithinOneYearns5:CurrentFinancialInstruments2023-12-3103630810ns5:CurrentFinancialInstruments2024-01-012024-12-3103630810ns5:BetweenOneTwoYearsns5:Non-currentFinancialInstruments2024-12-3103630810ns5:BetweenOneTwoYearsns5:Non-currentFinancialInstruments2023-12-3103630810ns5:WithinOneYear2024-12-3103630810ns5:WithinOneYear2023-12-3103630810ns5:BetweenOneFiveYears2024-12-3103630810ns5:BetweenOneFiveYears2023-12-3103630810ns5:MoreThanFiveYears2024-12-3103630810ns5:MoreThanFiveYears2023-12-3103630810ns5:AllPeriods2024-12-3103630810ns5:AllPeriods2023-12-3103630810ns5:DeferredTaxation2023-12-3103630810ns5:DeferredTaxation2024-01-012024-12-3103630810ns5:DeferredTaxation2024-12-3103630810ns10:OrdinaryShareClass12024-12-3103630810ns5:RetainedEarningsAccumulatedLosses2023-12-31
REGISTERED NUMBER: 03630810 (England and Wales)










Strategic Report, Report of the Directors and

Audited Financial Statements

for the Year Ended 31 December 2024

for

TS (UK) Limited

TS (UK) Limited (Registered number: 03630810)






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




Page

Company Information 1

Strategic Report 2

Report of the Directors 4

Report of the Independent Auditors 6

Profit & Loss Account 10

Other Comprehensive Income 11

Balance Sheet 12

Statement of Changes in Equity 13

Cash Flow Statement 14

Notes to the Cash Flow Statement 15

Notes to the Financial Statements 16


TS (UK) Limited

Company Information
for the Year Ended 31 December 2024







DIRECTORS: S Tontarelli
C Tontarelli
D Castronuovo
A M Germano
L J Finn



SECRETARY: A M Germano



REGISTERED OFFICE: Unit 107 Stakehill Industrial Estate
Middleton
Greater Manchester
M24 2SJ



REGISTERED NUMBER: 03630810 (England and Wales)



AUDITORS: SKS Audit LLP
3 Sheen Road
Richmond Upon Thames
TW9 1AD



SOLICITORS: Milners Solicitors
Crown House
85-89 Great George Street
Leeds
Yorkshire
LS1 3BR

TS (UK) Limited (Registered number: 03630810)

Strategic Report
for the Year Ended 31 December 2024

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

PRINCIPAL ACTIVITY

The principal activity of the company is the production of plastic goods for domestic use.

FAIR REVIEW OF BUSINESS
In 2024, TS (UK) sales volume decreased compared to prior years.

The drop of TS (UK)'s 2024 turnover was influenced by a general trend of the retail businesses and their cautious approach. In 2024 the UK non-food retail market saw declines; non-food stores were below the 2022 levels in 2023 and continued in 2024. Retailers' sales performance was lower than expected. Consumers' spending was limited by inflation rates.

The directors are pleased with the commitment and hard work of TS (UK)'s sales team. The loss of a customer, Wilko, who went into administration in mid 2023 was offset by a rise of business with other customers in 2024.

TS (UK)'s cost of sales dropped in 2024 compared to 2023.

TS (UK)'s 2024 accounts finished with a satisfactory result, a profit of £832k (before tax).

In 2024 TS (UK) maintained a very strong cash position. The management focused on protecting credits by insurance cover.

Employees' satisfaction is crucial to the directors, who encourage all staff to work together effectively. The Tontarelli- TS group believes that teamwork and collaboration is crucial for success. Management continually aim for increased productivity, skill development and employee engagement.

Our vital role continues to perform the best customer service. We work hard on improving and launching novelties always granting superior quality and functionality.

The Tontarelli- TS group's priority is focusing on strict energy management and meeting sustainability goals. In 2024 we started to use innovative polypropylene material, non-fossil origin, and increased the volume and scale of post-consumer waste plastic recycled materials.

Even though the retail market remains weak, the directors are confident for 2025. Our business will grow in the following period. The focus is on increasing the market share, taking on new opportunities and protecting margins. The TS (UK)'s sales of the first months of 2025 confirms this, with turnover higher than the same period in 2024.


TS (UK) Limited (Registered number: 03630810)

Strategic Report
for the Year Ended 31 December 2024

PRINCIPAL RISKS AND UNCERTAINTIES
The business' activities expose it primarily to the financial risks of changes in foreign currency exchange rates.

The business' principal financial instruments comprise bank balances, bank overdrafts, trade debtors, trade creditors and loans to the business. The main purpose of these instruments is to finance the business' operations.

In respect of bank balances, the liquidity risk is managed by maintaining a balance between the continuity of funding and flexibility through the use of overdrafts at floating rates of interest. All of the business' cash balances are held in such a way that achieves a competitive rate of interest. The business makes use of money market facilities where funds are available.

Trade debtors are managed in respect of credit and cash flow risk by policies concerning the credit offered to customers and the regular monitoring of amounts outstanding for both time and credit limits. The amounts presented in the balance sheet are net of allowances for doubtful debtors.

Trade creditors' liquidity risk is managed by ensuring sufficient funds are available to meet amounts due. Loans comprise loans from financial institutions. The interest rates and monthly repayments are fixed. The business manages the liquidity risk by ensuring that there are sufficient funds to meet the payments.

KEY PERFORMANCE INDICATORS
Key performance indicators are used to measure and evaluate company performance against targets and monitor various activities throughout the company. The main key performance indicators employed in the company are:

2024 2023 2022
Turnover levels £20,996,138 £28,724,272 £27,673,866
Gross Profit/(loss) levels £12,948,904 £18,034,714 £15,078,125
Net Profit/(loss) before tax levels £832,476 (£517,638) £1,041,242
Shareholder's fund £14,145,798 £13,430,389 £13,982,080

The board monitor these on a monthly basis against internally produced budgets.

ON BEHALF OF THE BOARD:





A M Germano - Director


13 May 2025

TS (UK) Limited (Registered number: 03630810)

Report of the Directors
for the Year Ended 31 December 2024

The directors present their report with the financial statements of the company for the year ended 31 December 2024.

DIVIDENDS
No dividends will be distributed for the year ended 31 December 2024.

FUTURE DEVELOPMENTS
The directors remain optimistic for the future, order book activities are reviewed to ensure that future planned performance will continue. The directors aim to maintain strategy to continue to improve performance and drive the business through targeted growth opportunities.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report.

S Tontarelli
C Tontarelli
D Castronuovo
A M Germano
L J Finn

REVIEW OF BUSINESS
There was a decrease in sales revenue in the year 2024 as compared to the prior year, 2023 (i.e. £21.00
million in 2024) (£28.72 million in 2023). Also, there is a decline in cost of sales i.e. £8.05 million in 2024
(£10.69 million in 2023) In 2024 the whole Tontarelli- (TS) group very much focused on strategic purchasing
to limit the impact of volatile raw material prices. Targeted acquisitions played key role in the business to
remain competitive in the market and to maintain its commitment of the highest level of customer service.

TS (UK) Limited has been actively working on innovations to become a more sustainable business, regularly
reviewing its plastic footprint, ensuring compliance with industry standards.

In 2024 TS (UK) Ltd will continue to focus on the complex needs of the market.

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

DIRECTORS' RESPONSIBILITIES STATEMENT
The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

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

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


TS (UK) Limited (Registered number: 03630810)

Report of the Directors
for the Year Ended 31 December 2024

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

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

ON BEHALF OF THE BOARD:





A M Germano - Director


13 May 2025

Report of the Independent Auditors to the Members of
TS (UK) Limited

Opinion
We have audited the financial statements of TS (UK) Limited (the 'company') for the year ended 31 December 2024 which comprise the Profit & Loss Account, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, 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 directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

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

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

Other information
The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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

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

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

Report of the Independent Auditors to the Members of
TS (UK) Limited


Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
- the financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

Responsibilities of directors
As explained more fully in the Directors' Responsibilities Statement set out on pages four and five, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

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

Report of the Independent Auditors to the Members of
TS (UK) Limited


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

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

Discussions were held with, and enquiries made of, management and those charged with governance with a view to identifying those laws and regulations that could be expected to have a material impact on the financial statements. During the engagement team briefing, the outcomes of these discussions and enquiries were shared with the team, as well as consideration as to where and how fraud may occur in the entity.

The following laws and regulations were identified as being of significance to the entity:

- Those laws and regulations considered to have a direct effect on the financial statements include UK financial reporting standards, Company Law, Tax and Pensions legislation, and distributable profits legislation.
- It is considered that there are no laws and regulations for which non-compliance may be fundamental to the operating aspects of the business.

Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised of: inquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; enquiries with the same concerning any actual or potential litigation or claims; inspection of relevant legal correspondence; review of board minutes; testing the appropriateness of entries in the nominal ledger, including journal entries; reviewing transactions around the end of the reporting period; and the performance of analytical procedures to identify unexpected movements in account balances which may be indicative of fraud.

No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity's controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).

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
TS (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.




Moganarden Chelvanaigum FCCA (Senior Statutory Auditor)
for and on behalf of SKS Audit LLP
3 Sheen Road
Richmond Upon Thames
TW9 1AD

16 June 2025

TS (UK) Limited (Registered number: 03630810)

Profit & Loss Account
for the Year Ended 31 December 2024

2024 2023
Notes £    £   

TURNOVER 5 20,996,138 28,724,272

Cost of sales (8,047,234 ) (10,689,558 )
GROSS PROFIT 12,948,904 18,034,714

Distribution costs (3,092,192 ) (4,067,846 )
Administrative expenses (9,155,370 ) (14,539,852 )
OPERATING PROFIT/(LOSS) 8 701,342 (572,984 )

Interest receivable and similar income 135,926 64,359
837,268 (508,625 )

Interest payable and similar expenses 10 (4,792 ) (9,013 )
PROFIT/(LOSS) BEFORE TAXATION 832,476 (517,638 )

Tax on profit/(loss) 11 (117,067 ) (34,053 )
PROFIT/(LOSS) FOR THE FINANCIAL YEAR 715,409 (551,691 )

TS (UK) Limited (Registered number: 03630810)

Other Comprehensive Income
for the Year Ended 31 December 2024

2024 2023
Notes £    £   

PROFIT/(LOSS) FOR THE YEAR 715,409 (551,691 )


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME FOR
THE YEAR

715,409

(551,691

)

TS (UK) Limited (Registered number: 03630810)

Balance Sheet
31 December 2024

2024 2023
Notes £    £   
FIXED ASSETS
Tangible assets 12 4,057,428 4,405,852

CURRENT ASSETS
Stocks 13 3,136,103 3,105,653
Debtors 14 7,912,704 9,804,077
Cash at bank and in hand 4,205,619 1,659,346
15,254,426 14,569,076
CREDITORS
Amounts falling due within one year 15 (4,354,424 ) (4,545,021 )
NET CURRENT ASSETS 10,900,002 10,024,055
TOTAL ASSETS LESS CURRENT
LIABILITIES

14,957,430

14,429,907

CREDITORS
Amounts falling due after more than one year 16 - (124,355 )

PROVISIONS FOR LIABILITIES 19 (811,632 ) (875,163 )
NET ASSETS 14,145,798 13,430,389

CAPITAL AND RESERVES
Called up share capital 20 40,000 40,000
Retained earnings 21 14,105,798 13,390,389
SHAREHOLDERS' FUNDS 14,145,798 13,430,389

The financial statements were approved by the Board of Directors and authorised for issue on 13 May 2025 and were signed on its behalf by:




S Tontarelli - Director



A M Germano - Director


TS (UK) Limited (Registered number: 03630810)

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

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 1 January 2023 40,000 13,942,080 13,982,080

Changes in equity
Deficit for the year - (551,691 ) (551,691 )
Total comprehensive income - (551,691 ) (551,691 )
Balance at 31 December 2023 40,000 13,390,389 13,430,389

Changes in equity
Profit for the year - 715,409 715,409
Total comprehensive income - 715,409 715,409
Balance at 31 December 2024 40,000 14,105,798 14,145,798

TS (UK) Limited (Registered number: 03630810)

Cash Flow Statement
for the Year Ended 31 December 2024

2024 2023
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 3,043,166 968,210
Interest paid (4,792 ) (9,013 )
Tax receipts/(payments) (72,087 ) (303,013 )
Net cash from operating activities 2,966,287 656,184

Cash flows from investing activities
Purchase of tangible fixed assets (479,251 ) (1,376,134 )
Sale of tangible fixed assets 103,095 -
Interest received 135,926 64,359
Net cash from investing activities (240,230 ) (1,311,775 )

Cash flows from financing activities
Loan repayments in year (179,784 ) (183,644 )
Net cash from financing activities (179,784 ) (183,644 )

Increase/(decrease) in cash and cash equivalents 2,546,273 (839,235 )
Cash and cash equivalents at beginning of
year

2

1,659,346

2,498,581

Cash and cash equivalents at end of year 2 4,205,619 1,659,346

TS (UK) Limited (Registered number: 03630810)

Notes to the Cash Flow Statement
for the Year Ended 31 December 2024

1. RECONCILIATION OF PROFIT/(LOSS) BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2024 2023
£    £   
Profit/(loss) before taxation 832,476 (517,638 )
Depreciation charges 783,627 694,935
Profit on disposal of fixed assets (59,048 ) -
Finance costs 4,792 9,013
Finance income (135,926 ) (64,359 )
1,425,921 121,951
(Increase)/decrease in stocks (30,450 ) 327,241
Decrease in trade and other debtors 2,527,209 1,098,542
Decrease in trade and other creditors (879,514 ) (579,524 )
Cash generated from operations 3,043,166 968,210

2. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2024
31.12.24 1.1.24
£    £   
Cash and cash equivalents 4,205,619 1,659,346
Year ended 31 December 2023
31.12.23 1.1.23
£    £   
Cash and cash equivalents 1,659,346 2,498,581


3. ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.24 Cash flow At 31.12.24
£    £    £   
Net cash
Cash at bank and in hand 1,659,346 2,546,273 4,205,619
1,659,346 2,546,273 4,205,619
Debt
Debts falling due within 1 year (179,808 ) 55,430 (124,378 )
Debts falling due after 1 year (124,355 ) 124,355 -
(304,163 ) 179,785 (124,378 )
Total 1,355,183 2,726,058 4,081,241

TS (UK) Limited (Registered number: 03630810)

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

1. STATUTORY INFORMATION

TS (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. STATEMENT OF COMPLIANCE

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.

3. ACCOUNTING POLICIES

BASIS OF PREPARING THE FINANCIAL STATEMENTS
The financial statements have been prepared under the historical cost convention.

The presentational and functional currency of these financial statements is GBP. Values are rounded to the nearest pound.

REVENUE RECOGNITION
Turnover
Turnover is recognised to the extent that it is probable that the economic benefits will flow to the company and the turnover can be reliably measured. Turnover 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 turnover is recognised:
Sale of goods
Turnover from the sale of goods is recognised when all of the following conditions are satisfied:
i) the company has transferred the significant risks and rewards of ownership to the buyer;
ii) the company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
iii) the amount of turnover can be measured reliably;
iv) it is probable that the company will receive the consideration due under the transaction; and
v) the costs incurred or to be incurred in respect of the transaction can be measured reliably.s.

TANGIBLE FIXED ASSETS
Tangible assets are stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation
Depreciation is charged so as to write off the cost of assets over their estimated useful lives, as follows:

Asset classDepreciation method and rate
Leasehold property improvementsover the length of the lease
Plant and Machinery 10 - 33% on cost
Fixtures and Fittings 10 - 33% on cost
Motor Vehicles 20% on cost
Computer Equipment 20% - 33% on cost

TS (UK) Limited (Registered number: 03630810)

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

3. ACCOUNTING POLICIES - continued

STOCKS
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first-in, first-out (FIFO) method.

The cost of finished goods and work in progress comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. At each reporting date, stocks are assessed for impairment. lf stocks are 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.

TAXATION
Taxation for the year comprises current and deferred tax. Tax is recognised in the Profit & Loss Account, 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 TRANSACTION & BALANCES
Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing on the initial transaction dates.

Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

LEASES
Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

TS (UK) Limited (Registered number: 03630810)

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

3. ACCOUNTING POLICIES - continued

CASH AND CASH EQUIVALENTS
Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

TRADE DEBTORS
Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.

TS (UK) Limited (Registered number: 03630810)

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

3. ACCOUNTING POLICIES - continued

TRADE CREDITORS
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. lf there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

BORROWINGS
lnterest-bearing borrowings are initially recorded at fair value, net of transaction costs. lnterest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the Profit and Loss Account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

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 income and Other 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.

SHARE CAPITAL
Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. lf payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

DEFINED CONTRIBUTION PENSION OBLIGATION
A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. lf contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

TS (UK) Limited (Registered number: 03630810)

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

4. CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the company's accounting policies, which are described in note 2, 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. In preparing these financial statements, the directors have applied judgement with regards to the impairment of debtors.

5. TURNOVER

The analysis of the company's revenue for the year from continuing operations is as follows:


20242023
££

UK Sales 20,156,606 28,234,648
EU Sales 839,531489,624
Total 20,996,13728,724,272

The turnover is derived from the principal activity of the business.

6. EMPLOYEES AND DIRECTORS
2024 2023
£    £   
Wages and salaries 3,428,289 4,160,476
Social security costs 295,243 324,350
3,723,532 4,484,826

The average number of employees during the year was as follows:
2024 2023

Production 94 114
Administration and Management 21 22
Warehouse & Logistics 23 26
138 162

TS (UK) Limited (Registered number: 03630810)

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

7. DIRECTORS' EMOLUMENTS

2024 2023
£ £
Directors' remuneration 138,406 128,745

The number of directors to whom retirement benefits were accruing was as follows:

Defined contribution scheme 2 2

8. OPERATING PROFIT/(LOSS)

The operating profit (2023 - operating loss) is stated after charging/(crediting):

2024 2023
£    £   
Hire of plant and machinery 730,221 1,004,958
Other operating leases 44,907 43,565
Depreciation - owned assets 783,628 694,934
Profit on disposal of fixed assets (59,048 ) -

9. AUDITORS' REMUNERATION
2024 2023
£    £   
Fees payable to the company's auditors for the audit of the company's
financial statements

15,500

15,000

10. INTEREST PAYABLE AND SIMILAR EXPENSES
2024 2023
£    £   
Bank loan interest 4,792 9,013

11. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
2024 2023
£    £   
Current tax:
UK corporation tax 180,598 (160,772 )

Deferred tax adjustment (63,531 ) 194,825
Tax on profit/(loss) 117,067 34,053

TS (UK) Limited (Registered number: 03630810)

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

11. TAXATION - continued

RECONCILIATION OF TOTAL TAX CHARGE 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
£    £   
Profit/(loss) before tax 832,476 (517,638 )
Profit/(loss) multiplied by the standard rate of corporation tax in the UK of
25% (2023 - 0%)

208,119

-

Effects of:
Expenses not deductible for tax purposes 182,884 -
Capital allowances in excess of depreciation (164,010 ) -
Utilisation of tax losses (46,395 ) (160,772 )
Deferred tax adjustment (63,531 ) 194,825
capital allowances &
Total tax charge 117,067 34,053

12. TANGIBLE FIXED ASSETS
Leasehold Fixtures
Property Plant and and
Improvement machinery fittings
£    £    £   
COST
At 1 January 2024 1,072,969 11,637,482 430,147
Additions 196,624 213,213 27,978
Disposals - (190,169 ) -
At 31 December 2024 1,269,593 11,660,526 458,125
DEPRECIATION
At 1 January 2024 842,367 7,838,204 153,345
Charge for year 41,005 644,855 71,649
Eliminated on disposal - (147,005 ) -
At 31 December 2024 883,372 8,336,054 224,994
NET BOOK VALUE
At 31 December 2024 386,221 3,324,472 233,131
At 31 December 2023 230,602 3,799,278 276,802

TS (UK) Limited (Registered number: 03630810)

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

12. TANGIBLE FIXED ASSETS - continued

Motor Computer
vehicles equipment Totals
£    £    £   
COST
At 1 January 2024 15,880 294,773 13,451,251
Additions 26,175 15,261 479,251
Disposals (15,880 ) (1,358 ) (207,407 )
At 31 December 2024 26,175 308,676 13,723,095
DEPRECIATION
At 1 January 2024 15,880 195,603 9,045,399
Charge for year 1,091 25,028 783,628
Eliminated on disposal (15,880 ) (475 ) (163,360 )
At 31 December 2024 1,091 220,156 9,665,667
NET BOOK VALUE
At 31 December 2024 25,084 88,520 4,057,428
At 31 December 2023 - 99,170 4,405,852

13. STOCKS
2024 2023
£    £   
Raw materials 830,542 700,508
Goods in Transit 189,456 157,557
Finished goods 2,116,105 2,247,588
3,136,103 3,105,653

14. DEBTORS
2024 2023
£    £   
Amounts falling due within one year:
Trade debtors 6,280,921 8,454,699
Other debtors 8,266 58,030
Corporation tax receivable 495,298 423,211
Prepayments 846,219 586,137
7,630,704 9,522,077

Amounts falling due after more than one year:
Other debtors 282,000 282,000

Aggregate amounts 7,912,704 9,804,077

Amounts owed by group undertakings included in trade debtors are interest free and repayable on demand.

TS (UK) Limited (Registered number: 03630810)

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

15. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2024 2023
£    £   
Bank loans and overdrafts (see note 17) 124,378 179,808
Trade creditors 2,493,344 2,668,114
Corporation tax 180,598 -
Social security and other tax 94,407 101,870
VAT 44,559 182,652
Accrued expenses 1,417,138 1,412,577
4,354,424 4,545,021

Amounts owed to group undertakings in trade creditors are interest free and repayable on demand.

16. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR
2024 2023
£    £   
Bank loans (see note 17) - 124,355

17. LOANS

An analysis of the maturity of loans is given below:

2024 2023
£    £   
Amounts falling due within one year or on demand:
Bank loans 124,378 179,808

Amounts falling due between one and two years:
Bank loans - 1-2 years - 124,355

Bank borrowings have been guaranteed by TS Srl.

18. LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:
2024 2023
£    £   
Within one year 1,037,244 998,333
Between one and five years 5,688,713 5,504,550
In more than five years 1,461,985 2,683,391
8,187,942 9,186,274

TS (UK) Limited (Registered number: 03630810)

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

19. PROVISIONS FOR LIABILITIES
2024 2023
£    £   
Deferred tax
Deferred tax 875,163 680,338
Deferred Tax charged to P&L (63,531 ) 194,825
811,632 875,163

Deferred
tax
£   
Balance at 1 January 2024 875,163
Credit to Profit & Loss Account during year (63,531 )
Balance at 31 December 2024 811,632

20. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2024 2023
value: £    £   
40,000 Ordinary Shares 1 40,000 40,000

21. RESERVES
Retained
earnings
£   

At 1 January 2024 13,390,389
Profit for the year 715,409
At 31 December 2024 14,105,798

22. PENSION COMMITMENTS

The company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension costs charge represents contributions payable by the company to the fund and amounted to £73,904 (2023 - £81,478) .

Contributions totalling £16,120 (2023 - £16,287) were payable to fund at the balance sheet date and are included in creditors.

23. CAPITAL COMMITMENTS
2024 2023
£    £   
Contracted but not provided for in the
financial statements - 102,797

TS (UK) Limited (Registered number: 03630810)

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

24. RELATED PARTY DISCLOSURES

Summary of transactions with other related parties
During the year the company made the following related party transactions:

Tontarelli Spa
(Owns 45% of the share capital of TS (UK) Limited)
During the year, the company entered into transactions which comprised of purchases, machinery leasing, management fees and interest to a value of £1,751,579 (2023 - £2,281,752) and made sales of £161,564 (2023- £100,909). At the balance sheet date the amount due to Tontarelli Spa was £3,247 (2023 - £61,945 ).

TS Srl
(Owns 45% of the share capital of TS (UK) Limited)
During the year, the company entered into transactions which comprised of purchases and Machinery leasing to a value of £85,673 (2023 - £1,238,108) and made sales of £44,760 (2023 - £Nil). At the balance sheet date the amount due to TS Srl was £43,947 (2023 - £41,163).

The Intesa Sanpaolo bank has entered into an arrangement with the company whereby TS Srl is a guarantor and has given guarantee to Intesa Sanpaolo for short term loans, creditline and overdraft account facility taken up by TS (UK) Limited to an amount of £1.5 million.Ts SRL is a gurantor of £2M overdraft of TS UK with in BNP. TS UK did not use the overdraft facility 2024.

Tontarelli Luxembourg S.A.
(A company under the control of Mr. S. Tontarelli)
During the year, the company entered into transactions which comprised of sales to the value of £775,187 (2023 - £416,290) and purchases of £745,177 (2023 - £432,514). At the balance sheet date the amount due to Tontarelli Luxembourg S.A. was £86,547 (2023 - £72,889).

25. ULTIMATE CONTROLLING PARTY

The company is owned by the Tontarelli Spa, TS Srl and Lada Srl which between them control 100% of share capital of TS (UK) Limited.