Registered number: SC163206
For the year ended 31 December 2024
BRAY CONTROLS (UK) LIMITED
Company Information
BRAY CONTROLS (UK) LIMITED
Contents
BRAY CONTROLS (UK) LIMITED
Strategic report
For the year ended 31 December 2024
The directors present their Strategic Report for the year ended 31 December 2024.
A very strong year for Bray UK resulted in a 27% increase in FY Trade Sales vs 2023, with the increase driven mainly by Desalination and Data Center project business. This is expected to continue into 2025 and beyond, coupled with further successes in our core Distillery, Sugar, Marine and General Industrial markets.
A project to install Solar Panels was completed at a CAPEX cost of ~£160k. This is now fully operational and continues our strong recent focus on sustainability and reduction of our environmental impact as a business.
The investment in our Valve Automation Center continued post-launch in both CAPEX and personnel. Recruitment has been focused mainly on our key strategic goal of automation and were delighted to add significant levels of intellectual capital to the business in this field. This investment will continue and has already resulted in significant levels of new business aligned with our strategic goals. The launch of our ISO Class VI Clean Room has also resulted in new business avenues opening, and discussions are ongoing with several customers on specific/niche cleaned product supplies.
Our results generated from large project work continue to grow also, and the focus for 2025 recruitment will be in this area and that of automation. Nevertheless, we continue to see growth in our core day-to-day manual valve business also.
We envisage 2025 commencing with a significantly more robust opening order book, and further growth in bookings and result trade sales across the piece. A key goal for next year will be ensuring that both back-office and operations are set in place to execute this increase in business, with additional HC and a reorganisation of our warehouse and assembly & test hall planned.
A project to install Solar Panels was completed at a CAPEX cost of ~£160k. This is now fully operational and continues our strong recent focus on sustainability and reduction of our environmental impact as a business.
The investment in our Valve Automation Center continued post-launch in both CAPEX and personnel. Recruitment has been focused mainly on our key strategic goal of automation and were delighted to add significant levels of intellectual capital to the business in this field. This investment will continue and has already resulted in significant levels of new business aligned with our strategic goals. The launch of our ISO Class VI Clean Room has also resulted in new business avenues opening, and discussions are ongoing with several customers on specific/niche cleaned product supplies.
Our results generated from large project work continue to grow also, and the focus for 2025 recruitment will be in this area and that of automation. Nevertheless, we continue to see growth in our core day-to-day manual valve business also.
We envisage 2025 commencing with a significantly more robust opening order book, and further growth in bookings and result trade sales across the piece. A key goal for next year will be ensuring that both back-office and operations are set in place to execute this increase in business, with additional HC and a reorganisation of our warehouse and assembly & test hall planned.
The Company supplies varied engineered products and solutions to a wide range of unconnected market sectors in different geographical regions. No single market sector accounts for more than 10% of total sales. This reduces its exposure to fluctuating or cyclical demand patterns within any single market sector or economy.
The Company remains committed to the investment in and introduction of new engineered products and offering technologically advanced solutions to customers. The business development strategy incorporates both internal product design and enhancement together with acquisition of complementary products and businesses.
The Company remains committed to the investment in and introduction of new engineered products and offering technologically advanced solutions to customers. The business development strategy incorporates both internal product design and enhancement together with acquisition of complementary products and businesses.
The Company uses Key Performance Indicators as a performance measurement, in line with the group approach. These indicators are an ongoing development process that focuses on customer satisfaction measured through on time delivery and quality statistics, efficiencies through financial ratios and employee training, health and wellbeing through employee health and safety and risk monitoring programmes.
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BRAY CONTROLS (UK) LIMITED
Strategic report (continued)
For the year ended 31 December 2024
This report was approved by the board and signed on its behalf.
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BRAY CONTROLS (UK) LIMITED
Directors' report
For the year ended 31 December 2024
The directors present their report and the financial statements for the year ended 31 December 2024.
The directors are responsible for preparing the Strategic report, the Directors' report and the financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgments 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 to 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.
The loss for the year, after taxation, amounted to £401,274 (2023 - profit £389,842).
The directors who served during the year were:
There are no significant future development likely to impact the Company during the next 12 months.
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BRAY CONTROLS (UK) LIMITED
Directors' report (continued)
For the year ended 31 December 2024
The Company's financial risk management objective is broadly to seek to make neither profit nor loss from exposure to currency or interest rate risks. Its policy is to finance working capital through retained earnings and to fix sterling value of export sales when a contract is signed. Fixed assets are financed through cash resources and fixed term bank loans.
The Company's exposure to the price risk of financial instruments is therefore minimal. As the counterparties to all financial instruments are its bankers, it is also exposed to minimal credit and liquidity risks in respect of these instruments. Its cash flow risk in respect of forward currency purchases is also minimal as it aims to pay suppliers in accordance with their stated terms, matching the maturity of the currency purchases.
The directors do not consider any other risks attaching to the use of financial instruments to be material to an assessment of the Company's financial position or performance.
The Company's exposure to the price risk of financial instruments is therefore minimal. As the counterparties to all financial instruments are its bankers, it is also exposed to minimal credit and liquidity risks in respect of these instruments. Its cash flow risk in respect of forward currency purchases is also minimal as it aims to pay suppliers in accordance with their stated terms, matching the maturity of the currency purchases.
The directors do not consider any other risks attaching to the use of financial instruments to be material to an assessment of the Company's financial position or performance.
The Company places considerable value on the involvement of its employees and has continued to keep them informed on matters affecting them as employees and on the various factors affecting the performance of the Company. This is achieved through discussion in formal and informal meetings, and information cascaded through a range of media including email, intranet and notice boards.
This report was approved by the board and signed on its behalf.
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BRAY CONTROLS (UK) LIMITED
Independent auditors' report to the members of Bray Controls (UK) Limited
We have audited the financial statements of Bray Controls (UK) Limited (the 'Company') for the year ended 31 December 2024, which comprise the Statement of comprehensive income, the Balance sheet, the Statement of cash flows, the Statement of changes in equity and the related notes, 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).
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 United Kingdom, including the Financial Reporting Council'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.
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' 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.
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BRAY CONTROLS (UK) LIMITED
Independent auditors' report to the members of Bray Controls (UK) Limited (continued)
In our opinion, based on the work undertaken in the course of the 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.
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Directors' report.
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BRAY CONTROLS (UK) LIMITED
Independent auditors' report to the members of Bray Controls (UK) Limited (continued)
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 Auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The 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 risk of fraud or non-compliance with laws and regulations related to:
∙management bias in respect of accounting estimates and judgements made;
∙management override of control;
∙posting of unusual journals or transactions.
We focussed on those areas that could give rise to a material misstatement in the Company financial statements. Our procedures included, but were not limited to:
∙enquiry of management and those charged with governance around actual and potential litigation and claims, including instances of non-compliance with laws and regulations and fraud;
∙reviewing legal expenditure in the year to identify instances of non-compliance with laws and regulations and fraud;
∙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 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 bias. In particular, a review of stock provisions.
It is the primary responsibility of management, with the oversight of those charged with governance, to ensure that the entity's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
A further description of our responsibilities 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 Auditors' report.
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BRAY CONTROLS (UK) LIMITED
Independent auditors' report to the members of Bray Controls (UK) Limited (continued)
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 Auditors' 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.
for and on behalf of
Statutory Auditors
2 Lace Market Square
NG1 1PB
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BRAY CONTROLS (UK) LIMITED
Statement of comprehensive income
For the year ended 31 December 2024
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BRAY CONTROLS (UK) LIMITED
Registered number: SC163206
Balance sheet
As at 31 December 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 14 to 29 form part of these financial statements.
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BRAY CONTROLS (UK) LIMITED
Statement of changes in equity
For the year ended 31 December 2024
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BRAY CONTROLS (UK) LIMITED
Statement of cash flows
For the year ended 31 December 2024
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BRAY CONTROLS (UK) LIMITED
Analysis of Net Debt
For the year ended 31 December 2024
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BRAY CONTROLS (UK) LIMITED
Notes to the financial statements
For the year ended 31 December 2024
Bray Controls (UK) Limited is a private company limited by shares and incorporated in Scotland, United Kingdom, under the Companies Act 2006. The address of the registered office is given on the Company Information page and the nature of the Company's operations and its principal activities are set out in the Director's Report.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).
The financial statements are presented in GBP which is the functional currency of the Company and are rounded to the nearest £1.
The following principal accounting policies have been applied:
The directors consider that the Company has sufficient resources to continue in operation for a period of at least twelve months from the date of approval of these financial statements. In forming this conclusion they have reviewed current and forecast trading results and cash flows.
Additionally, management of the immediate parent undertaking have indicated their commitment to provide financial support to the Company such that it is able to continue to trade and meet its liabilities as they fall due for a period of at least twelve months from the date of approval of these financial statements.
Therefore, the financial statements have been prepared on a going concern basis.
Additionally, management of the immediate parent undertaking have indicated their commitment to provide financial support to the Company such that it is able to continue to trade and meet its liabilities as they fall due for a period of at least twelve months from the date of approval of these financial statements.
Therefore, the financial statements have been prepared on a going concern basis.
Foreign currency transactions are translated into the functional currency using the spot 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.
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.
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BRAY CONTROLS (UK) LIMITED
Notes to the financial statements
For the year ended 31 December 2024
2.Accounting policies (continued)
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BRAY CONTROLS (UK) LIMITED
Notes to the financial statements
For the year ended 31 December 2024
2.Accounting policies (continued)
The Company adds to the carrying amount of an item of fixed assets the cost of replacing part of such an item when that cost is incurred, if the replacement part is expected to provide incremental future benefits to the Company. The carrying amount of the replaced part is derecognised. Repairs and maintenance are charged to profit or loss during the period in which they are incurred.
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BRAY CONTROLS (UK) LIMITED
Notes to the financial statements
For the year ended 31 December 2024
2.Accounting policies (continued)
Land is not depreciated. Depreciation on other assets 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:
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 profit or loss.
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BRAY CONTROLS (UK) LIMITED
Notes to the financial statements
For the year ended 31 December 2024
2.Accounting policies (continued)
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 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 cashflows 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 in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.
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 amount 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.
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 cashflows 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 in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.
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 amount 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.
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BRAY CONTROLS (UK) LIMITED
Notes to the financial statements
For the year ended 31 December 2024
All turnover is attributable to one class of business being the assembly of valves and control equipment.
Analysis of turnover by country of destination:
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BRAY CONTROLS (UK) LIMITED
Notes to the financial statements
For the year ended 31 December 2024
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BRAY CONTROLS (UK) LIMITED
Notes to the financial statements
For the year ended 31 December 2024
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BRAY CONTROLS (UK) LIMITED
Notes to the financial statements
For the year ended 31 December 2024
10.Taxation (continued)
There were no factors that may affect future tax charges.
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BRAY CONTROLS (UK) LIMITED
Notes to the financial statements
For the year ended 31 December 2024
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BRAY CONTROLS (UK) LIMITED
Notes to the financial statements
For the year ended 31 December 2024
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BRAY CONTROLS (UK) LIMITED
Notes to the financial statements
For the year ended 31 December 2024
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BRAY CONTROLS (UK) LIMITED
Notes to the financial statements
For the year ended 31 December 2024
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BRAY CONTROLS (UK) LIMITED
Notes to the financial statements
For the year ended 31 December 2024
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BRAY CONTROLS (UK) LIMITED
Notes to the financial statements
For the year ended 31 December 2024
Other reserves
Profit and loss account
The company operates a defined contribution pension scheme, the assets of which are held separately from those of the company in an independently administered fund.
The pension cost charge represents contributions payable by the company to the scheme and amounted to £270,437 (2023: £219,523). There was £14,864 (2023: £27,602) included in accruals at the year end.
The pension cost charge represents contributions payable by the company to the scheme and amounted to £270,437 (2023: £219,523). There was £14,864 (2023: £27,602) included in accruals at the year end.
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BRAY CONTROLS (UK) LIMITED
Notes to the financial statements
For the year ended 31 December 2024
The company is controlled by Bray International Inc.
The immediate parent undertaking and smallest group for which consolidated financial statements are prepared is Bray Controls Europe B.V., a company incorporated in The Netherlands.
The parent undertaking of the largest group for which consolidated financial statements are prepared is Bray International Inc., a company incorporated in the United States of America.
In the opinion of the directors, Bray International Inc. is the company's ultimate parent company and Craig Brown is the ultimate controlling party.
The immediate parent undertaking and smallest group for which consolidated financial statements are prepared is Bray Controls Europe B.V., a company incorporated in The Netherlands.
The parent undertaking of the largest group for which consolidated financial statements are prepared is Bray International Inc., a company incorporated in the United States of America.
In the opinion of the directors, Bray International Inc. is the company's ultimate parent company and Craig Brown is the ultimate controlling party.
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