Company registration number 04707660 (England and Wales)
DIAGMED HEALTHCARE LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
DIAGMED HEALTHCARE LIMITED
COMPANY INFORMATION
Directors
Mr M J Tokich
Mr J P Ubbing
Company number
04707660
Registered office
2200 Renaissance
Basing View
Basingstoke
Hampshire
RG21 4EQ
Auditor
Kirk Newsholme
Chartered Accountants and Statutory Auditors
4315 Park Approach
Thorpe Park
Leeds
West Yorkshire
LS15 8GB
DIAGMED HEALTHCARE LIMITED
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4
Directors' responsibilities statement
5
Independent auditor's report
6 - 8
Statement of comprehensive income
9
Statement of financial position
10
Statement of changes in equity
11
Notes to the financial statements
12 - 22
DIAGMED HEALTHCARE LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2025
- 1 -
The directors present the strategic report for the year ended 31 March 2025.
Review of the business
The principal activity of the company during the year was that of a non trading company. The company ceased trading on 31 March 2024 and transferred its trade and certain assets to another group company at net book value on 1 April 2024.
Key performance indicators
The company's key financial performance indicators are as follows:
No dividends were paid in the year (2024: £Nil).
DIAGMED HEALTHCARE LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 2 -
Section 172(1) statement
Section 172 states a director of a company must act in the way he considers, in good faith, would be most likely to promote the success of the company for the benefit of its members as a whole, and in doing so have regard (amongst other matters) to:
(a)the likely consequences of any decision in the long term,
(b)the interests of the company's employees,
(c)the need to foster the company's business relationships with suppliers, customers and others,
(d)the impact of the company's operations on the community and the environment,
(e)the desirability of the company maintaining a reputation for high standards of business conduct, and
(f)the need to act fairly as between members of the company.
Diagmed Healthcare Limited is a 100% owned subsidiary within the STERIS plc group, and as with many international groups the directors delegate the day to day management of the company to local teams. The directors of the company are U.S. based and are members of the STERIS plc management team. The company's local management is structured to align the company’s objectives with that of the group and to ensure the company follows group policies. Further details on these can be found in STERIS plc’s financial statements, which are available online or from 70 Sir John Rogerson’s Quay, Dublin 2, D02 R296, Ireland.
The directors of the company, and the board as a whole, receive routine reporting from their delegated management team and have regular updates to ensure the company continues to meet the directors expectations. Details of the KPIs monitored by the directors and the results for the year are detailed above.
The company identifies its key stakeholders as its member, customers, suppliers, employees and regulators. The directors acknowledge that the views of, and effects on, these people in regard to key business objectives and decisions are of critical importance to the continued success of the company. Each of these stakeholders will have different expectations of the company and these are as follows:
Member – the member expects the company to continue to provide a return on its capital and to continue to provide growth for future returns.
Customers - The customers expect the company to provide a good service, this includes providing quality product in a timely basis and working closely with the customers to understand their needs and requirements.
Suppliers – the company suppliers expect the company to continue to settle its debts on a timely basis and provide a consistent purchase stream.
Employees – the company employees want the company to provide a stable employment, for the company to engage and develop their skills and expertise and to provide reasonable remuneration.
Regulators – the key regulator for the company is HMRC. HMRC require the company to return as required, accurately and on time, and make payments in a timely manner.
Other information and explanations
There have been no strategic or key changes to the operating structure or objectives of the business in the year. The directors would consider a key business decision to be one which has a material impact on the operations, objectives or financial position of the business.
Key business decisions
During the previous year, it was decided by the directors that the trade of Diagmed Healthcare Limited would be transferred to another group company. The transfer of trade was effective 1 April 2024 and balances and transfers were at net book value. Several employees were able to continue employment with another group company.
Other interaction with key stakeholders
The directors also acknowledge the need to continue to foster the relationships with both their customers and suppliers. The company aims to have an open dialogue with its customers and to continue to understand and react to their needs.
The directors feel that the above actions continue to promote the success of the company as a whole.
DIAGMED HEALTHCARE LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 3 -
Mr M J Tokich
Director
26 September 2025
DIAGMED HEALTHCARE LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2025
- 4 -
The directors present their annual report and financial statements for the year ended 31 March 2025.
Principal activities
The principal activity of the company during the year was that of a non trading company.
Results and dividends
The results for the year are set out on page 9.
No ordinary dividends were paid. The directors do not recommend payment of a final dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mr M J Tokich
Mr J P Ubbing
Qualifying third party indemnity provisions
During the period since acquiring the company, the group maintained insurance cover for directors' and officers' liability as permitted under the Companies Act 2006. Such qualifying third party indemnity provision remains in force as at the date of approving the directors report.
Post reporting date events
On 25 August, the company performed a share capital reduction, reducing share capital to a single ordinary share of £1, and declared a dividend of £12,000,000.
Strategic report
The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report certain information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
Medium-sized companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.
On behalf of the board
Mr M J Tokich
Director
26 September 2025
DIAGMED HEALTHCARE LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MARCH 2025
- 5 -
The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law, the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period.
In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent; and
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
DIAGMED HEALTHCARE LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF DIAGMED HEALTHCARE LIMITED
- 6 -
Opinion
We have audited the financial statements of Diagmed Healthcare Limited (the 'company') for the year ended 31 March 2025 which comprise the statement of comprehensive income, the statement of financial position, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 March 2025 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.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Emphasis of matter - Basis of preparing the financial statements
We draw your attention to Note 1.2 to the financial statements, "Going concern", which explains that the entity is no longer trading. The directors therefore do not consider it to be appropriate to continue to adopt the going concern basis of accounting in preparing the financial statements. Accordingly, the financial statements have been prepared on a basis other than going concern as described in Note 1.2. Our opinion has not been modified in respect of this matter.
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 our audit:
the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
DIAGMED HEALTHCARE LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF DIAGMED HEALTHCARE LIMITED (CONTINUED)
- 7 -
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 directors' report.
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
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 risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.
Extent to which the audit was considered capable of detecting irregularities including fraud
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:
The engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
We identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and sector experience;
We focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, pensions and taxation legislation. The company is subject to many other laws and regulations where the consequences of non-compliance could have a material effect on the financial statements, for
instance through the imposition of fines, penalties or litigation such as health and safety and employment legislation;
We assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and
Identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.
DIAGMED HEALTHCARE LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF DIAGMED HEALTHCARE LIMITED (CONTINUED)
- 8 -
We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
To address the risk of fraud through management bias and override of controls, we:
Performed analytical procedures to identify any unusual or unexpected relationships;
Tested journal entries to identify unusual transactions;
Assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and
Investigated the rationale behind any significant or unusual transactions.
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
Agreeing financial statement disclosures to underlying supporting documentation;
Enquiring of management as to actual and potential litigation and claims;
Reviewing correspondence with HMRC and relevant regulators websites for notice of any breaches; and
Review of relevant legal or professional costs within the accounting records for any evidence of previously un-detected or un-reported instances of non-compliance.
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.
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.
This report is made solely to the company's member 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 member those matters we are required to state to the member in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's member, for our audit work, for this report, or for the opinions we have formed.
David Stansfield FCCA (Senior Statutory Auditor)
For and on behalf of Kirk Newsholme
Chartered Accountants and Statutory Auditors
4315 Park Approach
Thorpe Park
Leeds
West Yorkshire
LS15 8GB
26 September 2025
DIAGMED HEALTHCARE LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2025
- 9 -
2025
2024
Notes
£
£
Turnover
3
-
12,248,871
Cost of sales
(8,210,272)
Gross profit
-
4,038,599
Administrative expenses
289,878
(2,151,108)
Operating profit
4
289,878
1,887,491
Interest receivable and similar income
6
653,156
640,397
Interest payable and similar expenses
7
(753)
Profit before taxation
942,281
2,527,888
Tax on profit
8
(295,792)
(637,265)
Profit for the financial year
646,489
1,890,623
The income statement has been prepared on the basis that all operations are discontinued.
DIAGMED HEALTHCARE LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 MARCH 2025
31 March 2025
- 10 -
2025
2024
Notes
£
£
£
£
Current assets
Stocks
10
-
1,300,731
Debtors
11
14,345,189
14,126,527
14,345,189
15,427,258
Creditors: amounts falling due within one year
12
(1,438,469)
(2,564,197)
Net current assets
12,906,720
12,863,061
Provisions for liabilities
Provisions
13
602,830
-
(602,830)
Net assets
12,906,720
12,260,231
Capital and reserves
Called up share capital
16
1,000
1,000
Profit and loss reserves
17
12,905,720
12,259,231
Total equity
12,906,720
12,260,231
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.
The financial statements were approved by the board of directors and authorised for issue on 26 September 2025 and are signed on its behalf by:
Mr M J Tokich
Director
Company registration number 04707660 (England and Wales)
DIAGMED HEALTHCARE LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2025
- 11 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 April 2023
1,000
10,368,608
10,369,608
Year ended 31 March 2024:
Profit and total comprehensive income
-
1,890,623
1,890,623
Balance at 31 March 2024
1,000
12,259,231
12,260,231
Year ended 31 March 2025:
Profit and total comprehensive income
-
646,489
646,489
Balance at 31 March 2025
1,000
12,905,720
12,906,720
DIAGMED HEALTHCARE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
- 12 -
1
Accounting policies
Company information
Diagmed Healthcare Limited is a private company limited by shares incorporated in England and Wales. The registered office is 2200 Renaissance, Basing View, Basingstoke, Hampshire, RG21 4EQ.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’: Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The financial statements of the company are consolidated in the financial statements of STERIS plc. These consolidated financial statements are available from its registered office, 70 Sir John Rogerson's Quay, Dublin 2, D02 R296, Ireland.
1.2
Going concern
As explained in the strategic report, the company ceased trading on 31 March 2024 and transferred its trade and assets to another group company. The financial statements have therefore been prepared on a basis other than that of the going concern basis. This basis includes, where applicable, writing the company's assets down to net realisable value. Provisions are also made in respect of any contracts which have become onerous at the reporting date. No provision is made for the future costs of terminating the business unless such costs were committed at the reporting date.true
1.3
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts and settlement discounts.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
DIAGMED HEALTHCARE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 13 -
1.4
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Leasehold improvements
4-20% straight line
Plant and equipment
33% straight line
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
1.5
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
1.6
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks.
1.7
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
DIAGMED HEALTHCARE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 14 -
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors and loans from fellow group companies, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
DIAGMED HEALTHCARE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 15 -
1.8
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.9
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.10
Provisions
Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.
The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.
1.11
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense.
Where material, the cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.12
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.13
Leases
DIAGMED HEALTHCARE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 16 -
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
1.14
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Estimated selling price less costs to complete and sell stock
The company establishes an impairment provision for stock estimated to realise a lower value than cost. When calculating the stock provision, management considers the nature and condition of the stock as well as applying assumptions around anticipated saleability and the estimated selling value less costs expected to be incurred to sell the item. The directors also consider the purchase history of the stock item to assess whether the item remains in use.
Provisions
The company establishes a provision for dilapidations on any leased buildings. The dilapidations provision represents a best estimate from the group's facilities director for the two sites at Northallerton and Thirsk.
3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by class of business
Medical device sales
-
12,248,871
2025
2024
£
£
Turnover analysed by geographical market
United Kingdom
-
12,178,491
Europe
-
70,380
-
12,248,871
DIAGMED HEALTHCARE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
3
Turnover and other revenue
(Continued)
- 17 -
2025
2024
£
£
Other revenue
Interest income
653,156
640,397
4
Operating profit
2025
2024
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange losses
43,174
31,275
Fees payable to the company's auditor for the audit of the company's financial statements
12,000
17,325
Depreciation of owned tangible fixed assets
-
56,063
Profit on disposal of tangible fixed assets
(1,000)
-
Operating lease charges
(215,625)
225,818
5
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2025
2024
Number
Number
Sales
-
7
Warehouse and distribution
-
4
Administration
-
6
Total
17
Their aggregate remuneration comprised:
2025
2024
£
£
Wages and salaries
4,032
1,004,847
Social security costs
(5,590)
116,641
Pension costs
105
15,834
(1,453)
1,137,322
DIAGMED HEALTHCARE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 18 -
6
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
147
1,260
Interest receivable from group companies
653,009
639,137
Total income
653,156
640,397
7
Interest payable and similar expenses
2025
2024
£
£
Interest payable to group undertakings
753
8
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
217,193
645,643
Adjustments in respect of prior periods
60,222
Total current tax
277,415
645,643
Deferred tax
Origination and reversal of timing differences
18,377
(8,378)
Total tax charge
295,792
637,265
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2025
2024
£
£
Profit before taxation
942,281
2,527,888
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
235,570
631,972
Tax effect of expenses that are not deductible in determining taxable profit
5,293
Adjustments in respect of prior years
60,222
Taxation charge for the year
295,792
637,265
DIAGMED HEALTHCARE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
8
Taxation
(Continued)
- 19 -
In December 2021, the OECD released an Inclusive Framework on Base Erosion and Profit Shifting including Pillar Two Model Rules, which aim to reform corporate taxation rules, including a global minimum tax rate. These rules are applicable for multinational enterprise groups with global revenue over €750m. The legislation implementing the rules in the UK was substantively enacted on 20 June 2023 and first has effect for the company for the year ended 31 March 2025. The company has applied the exemption under FRS102 in relation to accounting for deferred tax assets and liabilities arising from the implementation of the Pillar Two model rules.
The STERIS plc Group's assessment of the potential exposure to Pillar Two income taxes is based on the most recent tax filings, country-by-country reporting and financial statements for the constituent entities in the Group. Based on the assessment carried out so far and to the extent information is known and reasonably estimable, the Group considers that there are no countries where there is a potential impact, which would be captured in this Company. A current tax expense has therefore not been recorded in respect of Pillar Two income taxes in this Company.
9
Tangible fixed assets
Leasehold improvements
Plant and equipment
Total
£
£
£
Cost
At 1 April 2024
163,873
136,981
300,854
Disposals
(163,873)
(136,981)
(300,854)
At 31 March 2025
Depreciation and impairment
At 1 April 2024
163,873
136,981
300,854
Eliminated in respect of disposals
(163,873)
(136,981)
(300,854)
At 31 March 2025
Carrying amount
At 31 March 2025
At 31 March 2024
10
Stocks
2025
2024
£
£
Finished goods and goods for resale
1,300,731
During the year impairment losses totalling £21,789 (2024: £68,736) were charged against stock.
DIAGMED HEALTHCARE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 20 -
11
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
1,165,691
Amounts owed by group undertakings
14,317,239
12,941,737
Other debtors
20,594
Prepayments and accrued income
7,356
722
14,345,189
14,108,150
Deferred tax asset (note 14)
4,555
14,345,189
14,112,705
2025
2024
Amounts falling due after more than one year:
£
£
Deferred tax asset (note 14)
13,822
Total debtors
14,345,189
14,126,527
12
Creditors: amounts falling due within one year
2025
2024
£
£
Trade creditors
1,642
35
Amounts owed to group undertakings
501,769
936,743
Corporation tax
923,058
1,147,412
Other taxation and social security
209,387
Accruals and deferred income
12,000
270,620
1,438,469
2,564,197
13
Provisions for liabilities
2025
2024
£
£
Dilapidations
-
246,269
Onerous Lease
-
225,799
Additional Rates
-
130,762
602,830
The dilapidations provision represented a best estimate from the group's facilities director for the two sites at Northallerton and Thirsk. The amounts utilised in the year were £159,870, and the balance of £86,399 released to the Statement of comprehensive income.
DIAGMED HEALTHCARE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
13
Provisions for liabilities
(Continued)
- 21 -
The onerous lease provision related to the amounts Diagmed remain committed to pay under the leases both in Thirsk and Northallerton. The amounts utilised in the year were £49,996 and the balance of £175,803 released to the Statement of comprehensive income.
The additional rates provision related to rates that the company is liable for until the end of the lease period. The amounts utilised in the year were £28,723 and the balance of £102,039 released to the Statement of comprehensive income.
14
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Assets
Assets
2025
2024
Balances:
£
£
Accelerated capital allowances
-
14,531
Short term timing differences - trading
-
3,846
-
18,377
2025
Movements in the year:
£
Asset at 1 April 2024
(18,377)
Charge to profit or loss
18,377
Liability at 31 March 2025
-
15
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
105
15,834
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.
At the year end, contributions totalling £Nil (2024: £2,834) were outstanding and included within creditors.
16
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
1,000
1,000
1,000
1,000
DIAGMED HEALTHCARE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 22 -
17
Reserves
Profit and loss reserves
The profit and loss reserve represents the cumulative earnings of the business, net of distributions to owners.
18
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
2025
2024
£
£
Within one year
132,528
Between two and five years
288,310
420,838
19
Events after the reporting date
On 25 August, the company performed a share capital reduction, reducing share capital to a single ordinary share of £1, and declared a dividend of £12,000,000.
20
Ultimate controlling party
The company's immediate parent undertaking is Synergy Health (UK) Limited a company incorporated in England and Wales. The registered office of Synergy Health (UK) Limited is 2200 Renaissance, Basing View, Basingstoke, Hampshire, RG21 4EQ.
The ultimate parent undertaking and controlling party is STERIS plc, a company incorporated and domiciled in Ireland.
The largest and smallest group for which consolidated financial statements are prepared is STERIS plc. Copies of the consolidated financial statements are available from its registered office at 70 Sir John Rogerson's Quay, Dublin 2, D02 R296, Ireland.
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