ACCOUNTS - Final Accounts

Registered number: 08747944

COLOMBINI UK LIMITED

ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

COLOMBINI UK LIMITED

REGISTERED NUMBER:08747944

STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2024

		2024		2023
Note		£		£

Fixed assets
Tangible assets	4		324		96,783
			324		96,783
Current assets
Stocks		1,000		152,876
Debtors	5	235,302		347,600
Cash at bank and in hand		63,230		21,980
		299,532		522,456
Creditors: amounts falling due within one year	6	(3,064,597)		(3,379,229)
Net current liabilities			(2,765,065)		(2,856,773)
Total assets less current liabilities			(2,764,741)		(2,759,990)
Provisions for liabilities
Deferred tax	7	-		(945)
			-		(945)
Net liabilities			(2,764,741)		(2,760,935)

Capital and reserves
Called up share capital	8	1	1
Profit and loss account		(2,764,742)	(2,760,936)
		(2,764,741)	(2,760,935)

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by:

E Colombini

Director

Date: 26 September 2025

The notes on pages 2 to 8 form part of these financial statements.

Page 1

COLOMBINI UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

1.	GENERAL INFORMATION

Colombini UK Limited is a limited liability company incorporated in England and Wales. The registered office is 10 Temple Back, Bristol, BS1 6FL. The prinicipal trading office is Strada Ca' Valentino, 124-47891 Falciano, Repubblica di San Marino, Italy.

2.ACCOUNTING POLICIES

2.1

BASIS OF PREPARATION OF FINANCIAL STATEMENTS

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The following principal accounting policies have been applied:

2.2

GOING CONCERN

The company relies on the support of its parent company, Colombini Group S.p.A, and owed £2,954,128 (2023: £3,150,295) to the parent company at the year end. Colombini Group S.p.A continue to support the business and the director has received assurance that this support will be ongoing for the foreseeable future, being at least 12 months from the date of the approval of these financial statements. In addition, the parent company acts as a guarantor on the company's lease.
Therefore, the director has a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Thus they continue to adopt the going concern basis of accounting in preparing the annual financial statements.

2.3

REVENUE

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

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

∙the amount of revenue can be measured reliably;

∙it is probable that the Company will receive the consideration due under the contract;

∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and

∙the costs incurred and the costs to complete the contract can be measured reliably.

2.4

OPERATING LEASES: THE COMPANY AS LESSEE

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

Page 2

COLOMBINI UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.ACCOUNTING POLICIES (CONTINUED)

2.5

PENSIONS

DEFINED CONTRIBUTION PENSION PLAN

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of financial position. The assets of the plan are held separately from the Company in independently administered funds.

2.6

CURRENT AND DEFERRED TAXATION

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:

∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and

∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

Page 3

COLOMBINI UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.ACCOUNTING POLICIES (CONTINUED)

2.7

TANGIBLE FIXED ASSETS

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

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

Depreciation is provided on the following basis:

Short-term leasehold property	-	10 years straight line
Office equipment	-	4 years straight line
Computer equipment	-	4 years straight line

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.

2.8

STOCKS

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

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

2.9

DEBTORS

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

Page 4

COLOMBINI UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.ACCOUNTING POLICIES (CONTINUED)

2.10

CASH AND CASH EQUIVALENTS

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

2.11

CREDITORS

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

2.12

PROVISIONS FOR LIABILITIES

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.

Increases in provisions are generally charged as an expense to profit or loss.

EMPLOYEES

The average monthly number of employees, including directors, during the year was 0 (2023: 1).

Page 5

COLOMBINI UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

4.	TANGIBLE FIXED ASSETS

	Short-term leasehold property	Office equipment	Computer equipment	Total
	£	£	£	£
COST
At 1 January 2024	699,445	11,437	10,433	721,315
Disposals	(699,445)	(3,736)	-	(703,181)
At 31 December 2024	-	7,701	10,433	18,134
DEPRECIATION
At 1 January 2024	608,148	8,284	8,100	624,532
Charge for the year	34,961	2,393	2,224	39,578
Disposals	(643,109)	(3,191)	-	(646,300)
At 31 December 2024	-	7,486	10,324	17,810
NET BOOK VALUE
At 31 December 2024	-	215	109	324
At 31 December 2023	91,297	3,153	2,333	96,783

Page 6

COLOMBINI UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

DEBTORS

					2024	2023
					£	£



Trade debtors	224,827	79,704
Other debtors	10,006	194,990
Prepayments and accrued income	469	72,906
	235,302	347,600

6.	CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
		2024	2023
		£	£

Trade creditors	88,104	2,562
Amounts owed to group undertakings	2,954,128	3,150,295
Accruals and deferred income	22,365	226,372
	3,064,597	3,379,229

Amounts owed to group undertakings are non interest bearing and have no fixed date for repayment.

7.	DEFERRED TAXATION

	2024	2023
	£	£

At beginning of year	(945)	9,421
Charged to profit or loss	945	(10,366)
AT END OF YEAR	-	(945)

The deferred taxation balance is made up as follows:
	2024	2023
	£	£

Fixed asset timing differences	-	19,377
Losses and other deductions	-	(20,322)
	-	(945)

Page 7

COLOMBINI UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

8.	SHARE CAPITAL
		2024	2023
		£	£

ALLOTTED, CALLED UP AND FULLY PAID

1 (2023: 1) Ordinary share of £1.00	1	1

9.	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 cost charge represents contributions paid by the Company to the fund and amounted to £NIL (2023: £587). At the year end the Company owed £Nil (2023: £NIL) to the scheme.

10.

RELATED PARTY TRANSACTIONS

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland, not to disclose related to party transactions with wholly owned subsidiaries within the group.
At the year end amounts totalling £2,954,128 (2023: £3,150,295) were owed to fellow group companies.

The company made sales totalling £896 (2023: £930) to E Colombini during the year. There was a £896 (2023: £930) debtor with E Colombini outstanding at year end.

11.	CONTROLLING PARTY

The company is a wholly owned subsidiary of Colombini Group S.P.A, the ultimate parent undertaking, the results of the company are consolidated into that group. Copies of these consolidated financial statements can be obtained from Strada Ca' Valentino 124, 47891 Rovereta di Falciano, Repubblica di San Marino.
There is no ultimate controlling party.

12.	AUDITORS' INFORMATION

The auditors' report on the financial statements for the year ended 31 December 2024 was unqualified.

The audit report was signed on 26 September 2025 by Richard Newton FCA (Senior statutory auditor) on behalf of Bishop Fleming Audit Limited.

Page 8