Company Registration No. 04771550 (England and Wales)
VESTEL UK LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED
31 DECEMBER 2024
Century House
Wargrave Road
Henley-on-Thames
Oxfordshire
United Kingdom
RG9 2LT
VESTEL UK LIMITED
COMPANY INFORMATION
Directors
Mr. K. Dundar
Mr. B.C. Koksal
Mr. O. Yungul
Secretary
Eacotts International Limited
Company number
04771550
Registered office
Vestel House
1 Waterside Drive
Langley
Berkshire
SL3 6EZ
Auditor
Verallo
Century House
Wargrave Road
Henley-on-Thames
Oxfordshire
United Kingdom
RG9 2LT
VESTEL UK LIMITED
CONTENTS
Page
Directors' report
1 - 3
Independent auditor's report
4 - 7
Income statement
8
Statement of financial position
9 - 10
Statement of changes in equity
11
Notes to the financial statements
12 - 24
VESTEL UK LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -
The directors present their annual report and financial statements for the year ended 31 December 2024.
Principal activities
Following the sales of its business and assets to Vestel Holland B.V., the Directors of the Company changed its business activities and amended the nature of business in August 2023 as follows:
• Financial management
• Management consultancy activities other than financial management
• Other business support service activities
In line with the new activities of the Company, it has recruited one employee to investigate investment opportunities in the United Kingdom as well as across wider European countries.
The Company also signed an Intra Group Service Agreement to recharge its local costs on a cost-plus basis to its parent company (Vestel Ticaret A.S.)
Results and dividends
The results for the year are set out on page 8.
No ordinary dividends were paid. The directors do not recommend payment of a final dividend to 31 December 2024.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mr. K. Dundar
Mr. B.C. Koksal
Mr. O. Yungul
Principal risks and uncertainties
The directors are of the opinion that thorough risk management process is adopted which involves the review of risks identified below and the operation of strategies and processes to mitigate these risks.
Economic uncertainties
The directors have considered the cost plus basis of the business, and do not believe the economic uncertainties to have a significant impact on this entity.
Competition
The directors have carefully considered the environment in which the company operates, and do not believe there to be any competitive pressures.
Credit risk
The company's principal asset as at the end of 2024 financial year is its intercompany receivables. Due to the intercompany nature of the receivables, the directors are not associating any significant credit risk to the financial assets.
VESTEL UK LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Currency risk
The company made the decision to change its functional currency from Euro to GBP on 1 January 2017, the functional currency is now considered to be GBP.
As at the end of 2024, the company has no currency risk as all of its financial assets are denominated in GBP.
Liquidity risk
As the company operates a cost plus model, the directors do not believe there to be a liquidity risk. The company has no overdraft.
Future developments
The company is planning to distribute its retained earnings as dividends and reduce its share capital in 2025.
Auditor
In accordance with the company's articles, a resolution proposing that Verallo be reappointed as auditor of the company will be put at a General Meeting.
Statement of directors' responsibilities
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;
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; 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.
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.
VESTEL UK LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
Going Concern
The directors prepared the financial statement on the going concern basis, the directors have carefully considered the future cash flows and budgets, paying particular attention to the cost plus agreement in place, are confident that the company will be able to satisfy its obligation and commitments as they fall due.
On behalf of the board
Mr. K. Dundar
Director
26 September 2025
VESTEL UK LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF VESTEL UK LIMITED
- 4 -
Opinion
We have audited the financial statements of Vestel UK Limited (the 'company') for the year ended 31 December 2024 which comprise the income statement, 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 FRS 101 ‘Reduced Disclosure Framework’ (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
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.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
VESTEL UK LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF VESTEL UK LIMITED
- 5 -
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.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report and the directors' report.
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
Extent to which the audit was considered capable of detecting irregularities, including fraud
The objectives of our audit, in respect to fraud, are: to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses; and to respond appropriately to fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and its management.
VESTEL UK LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF VESTEL UK LIMITED
- 6 -
Our approach was as follows:
We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience, and through discussion with the directors and other management (as required by auditing standards), the policies and procedures regarding compliance with laws and regulations;
We considered the legal and regulatory frameworks directly applicable to the financial statements reporting framework (IFRS and the Companies Act 2006) and the relevant tax compliance regulations in the UK;
We considered the nature of the industry, the control environment and business performance, including the key drivers for management’s remuneration;
We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit;
We considered the procedures and controls that the company has established to address risks identified, or that otherwise prevent, deter and detect fraud; and how senior management monitors those programmes and controls.
Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Where the risk was considered to be higher, we performed audit procedures to address each identified fraud risk. These procedures included: testing manual journals; reviewing the financial statement disclosures and testing to supporting documentation; performing analytical procedures; and enquiring of management, and were designed to provide reasonable assurance that the financial statements were free from fraud or error.
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditors/audit-assurance/auditor-s-responsibilities-for-the-audit-of-the-fi/description-of-the-auditor%E2%80%99s-responsibilities-for. This description forms part of our auditor’s report.
VESTEL UK LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF VESTEL UK LIMITED
- 7 -
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members, as a body, for our audit work, for this report, or for the opinions we have formed.
Michelle Hewitt-Dutton FCCA (Senior Statutory Auditor)
For and on behalf of Verallo
Statutory Auditor
Office: Henley-on-Thames
30 September 2025
VESTEL UK LIMITED
INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 8 -
2024
2023
Notes
£
£
Revenue
4
385,975
99,244
Administrative expenses
(369,873)
(121,456)
Operating profit/(loss)
5
16,102
(22,212)
Investment income
7
795,282
750,267
Finance costs
8
(6,323)
(11,535)
Profit before taxation
805,061
716,520
Tax on profit
9
(202,047)
(96,601)
Profit and total comprehensive income for the financial year
603,014
619,919
The income statement has been prepared on the basis that all operations are continuing operations.
The notes on pages 12 to 24 form part of these financial statements
VESTEL UK LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2024
31 December 2024
- 9 -
2024
2023
Notes
£
£
£
£
Non-current assets
Right-of-use asset
10
18,070
27,927
Current assets
Trade and other receivables
11
14,514,832
13,353,944
Cash and cash equivalents
2,412
19,964
14,517,244
13,373,908
Current liabilities
Trade and other payables
13
577,325
134,086
Taxation and social security
303,985
206,913
Lease liabilities
14
10,427
9,844
891,737
350,843
Net current assets
13,625,507
13,023,065
Total assets less current liabilities
13,643,577
13,050,992
Non-current liabilities
12
(7,219)
(17,648)
Net assets
13,636,358
13,033,344
Equity
Called up share capital
16
919,450
919,450
Retained earnings
12,716,908
12,113,894
Total equity
13,636,358
13,033,344
VESTEL UK LIMITED
STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT
31 DECEMBER 2024
31 December 2024
- 10 -
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. K. Dundar
Director
Company Registration No. 04771550
The notes on pages 12 to 24 form part of these financial statements
VESTEL UK LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 11 -
Share capital
Retained earnings
Total
£
£
£
Balance at 1 January 2023
919,450
11,493,975
12,413,425
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
619,919
619,919
Balance at 31 December 2023
919,450
12,113,894
13,033,344
Year ended 31 December 2024:
Profit and total comprehensive income for the year
-
603,014
603,014
Balance at 31 December 2024
919,450
12,716,908
13,636,358
VESTEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 12 -
1
Accounting policies
Company information
Vestel UK Limited is a private company limited by shares incorporated in England and Wales. The registered office is Vestel House, 1 Waterside Drive, Langley, Berkshire, SL3 6EZ. The company's principal activities and nature of its operations are disclosed in the directors' report.
1.1
Accounting convention
The financial statements have been prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (FRS 101) and in accordance with applicable accounting standards.
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 company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 101 "Reduced Disclosure Framework":
the requirements of IFRS 7 Financial Instruments: Disclosures;
the requirements of paragraphs 91 to 99 of IFRS 13 Fair Value Measurement;
the requirement in paragraph 38 of IAS 1 Presentation of Financial Statements to present comparative information in respect of:
- paragraph 79(a)(iv) of IAS 1;
- paragraph 73(e) of IAS 16 Property, Plant and Equipment;
- paragraph 118(e) of IAS 38 Intangible Assets; and
the requirements of paragraphs 10(d), 10) (f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D and 111 of IAS 1 Presentation of Financial Statements;
the requirements of paragraphs 134 to 136 of IAS 1 Presentation of Financial Statements;
the requirements of IAS 7 Statement of Cash Flows;
the requirements of paragraphs 30 and 31 of IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors;
the requirements of paragraphs 17 and 18A of IAS 24 Related Party Disclosures;
the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group:
the requirements of paragraphs 134(d) to 134(f) and 135(c) to 135(e) of IAS 36 Impairments of Assets.
1.2
Going concern
The company meets its day-to-day working capital requirement through its parent company Vestel Group in Turkey. Vestel Holland BV have pledged to support the working capital requirements of the company to ensure it can meet its liabilities as they fall due to a period of at least 12 months from the date of this report.
The directors are satisfied that Vestel UK Limited has sufficient resources to continue in operation for the foreseeable future, a period not less than 12 months from the date of this report. Accordingly, the financial statements have been prepared on a going concern basis.
VESTEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 13 -
1.3
Revenue
The company provides financial management advisory, management consultancy and other business support services and revenue comprises of costs incurred during the year plus a 5% service charge on certain internal costs as agreed in the Intra-group services agreement.
The pricing of these services (which derives the revenue recognition) depends on the type of costs incurred. Internal costs have a 5% mark-up applied as a service charge; external costs are recharged to the customer at cost with no mark-up applied.
Revenue is recognised in proportion to the completion of the business support services within the accounting period.
1.4
Property, plant and equipment
Property, plant and equipment are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Right-of-use asset
Over the lease term
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 recognised in the current liabilities.
1.5
Impairment of tangible and intangible assets
Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.6
Financial assets
The company’s classifies its financial into one of the categories discussed below, depending on the purpose for which the asset was acquired. The company’s accounting policy for each category is as follows:
Financial assets at fair value through profit or loss
The company does not have any assets held for trading nor does it voluntarily classify any financial assets as being at fair value through profit or loss.
VESTEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 14 -
Financial assets held at amortised cost
These assets arise principally from the provision of goods and services to customers, but also incorporate other types of financial assets where the objective is to hold these assets in order to collect contractual cash flows and the contractual cash flows are solely payments of principal and interest. They are initially recognised at fair value plus transaction costs that are directly attributable to their acquisition or issue, and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment.
Impairment provisions for current and non-current trade debtors are recognised based on the simplified approach within IFRS 9 using a provision matrix in the determination of the lifetime expected credit losses. During this process the probability of the non-payment of the trade debtors is assessed. This probability is then multiplied by the amount of the expected loss arising from default to determine the lifetime expected credit loss for the trade debtors. For trade debtors, which are reported net, such provisions are recorded in a separate provision account with the loss being recognised within cost of sales in the statement of comprehensive income. On confirmation that the trade debtor will not be collectable, the gross carrying value of the asset is written off against the associated provision.
Impairment provisions for receivables from related parties and loans to related parties are recognised based on a forward looking expected credit loss model. The methodology used to determine the amount of the provision is based on whether there has been a significant increase in credit risk since initial recognition of the financial asset. For those where the credit risk has not increased significantly since initial recognition of the financial asset, twelve month expected credit losses along with gross interest income are recognised. For those for which credit risk has increased significantly, lifetime expected credit losses along with the gross interest income are recognised. For those that are determined to be credit impaired, lifetime expected credit losses along with interest income on a net basis are recognised.
The company’s financial assets measured at amortised cost comprise intercompany debtors and cash and cash equivalents in the balance sheet. Cash and cash equivalents includes cash in hand, deposits held at call with banks, other short term highly liquid investments with original maturities of three months or less, and – for the purpose of the statement of cash flows – bank overdrafts. Bank overdrafts are shown within ‘Creditors: amounts falling due within one year’ on the balance sheet
Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire, or when the financial asset and all substantial risks and rewards are transferred.
VESTEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 15 -
1.7
Financial liabilities
Financial liabilities are recognised in the balance sheet when the company becomes a party to the contractual provision of the instrument. A financial liability is derecognised when it is extinguished, discharged, cancelled, or expires.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered. An equity instrument is any contract that evidences a residual interest in the assets of the entity after deducting all its financial liabilities
Where the contractual obligations of financial instruments (including share capital) are equivalent to a similar debt instrument, those financial instruments are classed as financial liabilities. Financial liabilities are presented as such in the balance sheet. Finance costs and gains or losses relating to financial liabilities are included in the profit and loss account. Finance costs are calculated to produce a constant rate of return on the outstanding liability.
Where the contractual terms of share capital do not have any terms meeting the definition of a financial liability then this is classed as an equity instrument. Dividends and distributions relating to equity instruments are debited direct to equity.
1.8
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of direct issue 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 for the period comprises current and deferred tax. Tax is recognised in the profit or loss, except that a charge attributable to an item of income or 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.
Current tax
Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities, based on tax rates and laws that are enacted or substantively enacted by the balance sheet date.
Deferred tax
Deferred balances are recognised on temporary differences where the carrying amount of an asset or liability differs from its tax base, except:
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;
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
Where timing differences relate to interests in subsidiaries and the company can control their reversal and such reversal is not considered probable in the foreseeable future.
Deferred income tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
VESTEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 16 -
1.10
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of inventories or non-current assets.
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.
1.11
Retirement benefits
The company operates a defined contribution pension scheme which is a plan where the company pays fixed contributions into a separate entity. For defined contribution plans, the company pays contribution to publicly or privately administered pension Insurance plans on a mandatory, contractual or voluntary basis. The company has no further payment obligations once the contributions have been paid. The contributions are recognised as employee benefit expense when they are due. Contributions payable to the company’s pension scheme are charged to the income statement in the year to which they relate.
1.12
Leases
At inception, the company assesses whether a contract is, or contains, a lease within the scope of IFRS 16. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Where a tangible asset is acquired through a lease, the company recognises a right-of-use asset and a lease liability at the lease commencement date. Right-of-use assets are included within property, plant and equipment, apart from those that meet the definition of investment property.
The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date plus any initial direct costs and an estimate of the cost of obligations to dismantle, remove, refurbish or restore the underlying asset and the site on which it is located, less any lease incentives received.
The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The estimated useful lives of right-of-use assets are determined on the same basis as those of other property, plant and equipment. The right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.
The lease liability is initially measured at the present value of the lease payments that are unpaid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the company's incremental borrowing rate. Lease payments included in the measurement of the lease liability comprise fixed payments, variable lease payments that depend on an index or a rate, amounts expected to be payable under a residual value guarantee, and the cost of any options that the company is reasonably certain to exercise, such as the exercise price under a purchase option, lease payments in an optional renewal period, or penalties for early termination of a lease.
VESTEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 17 -
The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change in: future lease payments arising from a change in an index or rate; the company's estimate of the amount expected to be payable under a residual value guarantee; or the company's assessment of whether it will exercise a purchase, extension or termination option. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.
The company has elected not to recognise right-of-use assets and lease liabilities for short-term leases of machinery that have a lease term of 12 months or less, or for leases of low-value assets including IT equipment. The payments associated with these leases are recognised in profit or loss on a straight-line basis over the lease term.
2
Adoption of new and revised standards and changes in accounting policies
In the current year, the company has applied a number of amendments to IFRS's issued by the International Accounting Standards Board (IASB) that are mandatorily effective for an accounting periods that begin on or after 01 January 2024. These amendments have not had any material impact on disclosures or amounts shown in the financial statements.
• Lease Liability in a Sale and Leaseback – Amendments to IFRS 16 Leases
The amendments in IFRS 16 specify the requirements that a seller-lessee uses in measuring the lease liability arising in a sale and leaseback transaction, to ensure the seller-lessee does not recognise any amount of the gain or losses that relates to the right of use it retains.
• Classification of liabilities as Current or Non-Current and Non-current Liabilities with Covenants –Amendments to IAS 1
Presentation of Financial Statements
The amendments in IAS 1 affect only the presentation of liabilities in the statement of financial position, not the amount or timing of recognition of any asset, liability, income or expenses, or the information that entities disclose about those items.
• Amendments to IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments: Disclosures – Supplier Finance Arrangements
The amendments in IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments Disclosures clarify the characteristics of supplier finance arrangements and require additional disclosure of such arrangements.
VESTEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
2
Adoption of new and revised standards and changes in accounting policies
(Continued)
- 18 -
Standards which are in issue but not yet effective
At the date of authorisation of these financial statements, the following Standards and Interpretations, which have not yet been applied in these financial statements, were in issue but not yet effective:
• Lack of exchangeability (Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rate)
1 January 2025
• Amendments to the Classification and Measurement of Financial Instruments (Amendments to IFRS 9 Financial Instruments and IFRS 7)
1 January 2026
• Annual Improvements to IFRS Accounting Standards – Amendments to:
-IFRS 1 First-time Adoption of International Financial Reporting Standards;
-IFRS 7 Financial Instruments: Disclosures and it's accompanying Guidance on implementing IFRS 7;
-IFRS 9 Financial Instruments;
-IFRS 10 Consolidated Financial Statements; and
-IAS 7 Statement of Cash flows
1 January 2026
• IFRS 18 – Presentation and Disclosure in Financial Statements
1 January 2027
• IFRS 19 – Subsidiaries without Public Accountability: Disclosures
1 January 2027
• Sale or Contribution of Assets between an Investor and its Associate or Joint Venture – Amendments to IFRS 10
Consolidated Financial Statements and IAS 28 Investments in Associates and Joint Ventures
To be determined
The Board of Directors has evaluated the application of such IFRSs on the accounting policies or financial statements of the Company and do not believe these will have a significant impact.
3
Critical accounting estimates and judgements
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, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
VESTEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
3
Critical accounting estimates and judgements
(Continued)
- 19 -
Key sources of estimation uncertainty
Right-of-use assets and lease liabilities
In determining the lease term the company assesses whether it is reasonably certain to exercise, or not to exercise, options to extend or terminate a lease. This assessment is made at the start of the lease and is reassessed if significant events or changes in circumstances occur that are within the lessee's control.
Assets and liabilities arising from a lease are initially measured on a present value basis. The lease payments are discounted using the interest rate implicit in the lease, if that rate can be determined, or the company's incremental borrowing rate if not. The company used a rate of 5.9% for its car lease in the calculations based on the estimated rate of interest that they have to pay to borrow over a similar term, and with similar security, the funds necessary to obtain assets of similar value to the right-of-use assets in a similar economic environment.
Expected credit loss
The directors have considered the expected credit loss of financial assets held at amortised cost, at the year end, the directors considered there to be no expected credit loss.
4
Revenue
2024
2023
£
£
Revenue analysed by class of business
Recharged expenses
385,975
99,244
All turnover derives from one class of business, being the provision of business support services to connected companies.
5
Operating profit/(loss)
2024
2023
£
£
Operating profit/(loss) for the year is stated after charging/(crediting):
Fees payable to the company's auditor for the audit of the company's financial statements
14,950
14,950
Depreciation of property, plant and equipment
9,857
1,643
VESTEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 20 -
6
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
4
4
Their aggregate remuneration comprised:
2024
2023
£
£
Wages and salaries
250,000
41,667
Social security costs
33,480
5,680
Pension costs
17,500
2,917
300,980
50,264
7
Investment income
2024
2023
£
£
Interest income
Interest receivable from group companies
795,282
750,267
Other interest income is interest on amount owed by group undertakings:
• 2023: Full year interest @ 6% on £12,504,433 owed by Vestel Holland BV.
• 2024: Full year interest @ 6% on £13,254,699 owed by Vestel Holland BV.
8
Finance costs
2024
2023
£
£
Interest on financial liabilities measured at amortised cost:
Interest on other loans
5,338
10,004
Interest on other financial liabilities:
Interest on lease liabilities
985
1,531
Total interest expense
6,323
11,535
VESTEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 21 -
9
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
202,047
96,601
The charge for the year can be reconciled to the profit per the income statement as follows:
2024
2023
£
£
Profit before taxation
805,061
716,520
Expected tax charge based on a corporation tax rate of 25.00% (2023: 23.52%)
201,265
168,525
Effect of expenses not deductible in determining taxable profit
782
2,188
Other tax adjustments, reliefs and transfers
-
(74,112)
Taxation charge for the year
202,047
96,601
10
Right-of-use asset
Right-of-use asset
£
Cost
At 31 December 2023
29,570
At 31 December 2024
29,570
Accumulated depreciation and impairment
At 31 December 2023
1,643
Charge for the year
9,857
At 31 December 2024
11,500
Carrying amount
At 31 December 2024
18,070
At 31 December 2023
27,927
VESTEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
10
Right-of-use asset
(Continued)
- 22 -
Property, plant and equipment includes right-of-use assets, as follows:
Right-of-use assets
2024
2023
£
£
Net values
Right-of-use asset
18,070
27,927
Depreciation charge for the year
Right-of-use asset
9,857
1,643
11
Trade and other receivables
2024
2023
£
£
Loan owed by fellow group undertakings
14,049,982
13,254,700
Amounts owed by fellow group undertakings
464,850
-
Prepayments and accrued income
99,244
14,514,832
13,353,944
Amounts owed by group undertakings by way of a loan are unsecured, bear interest at 6% and are repayable on demand.
12
Liabilities
Current
Non-current
2024
2023
2024
2023
Notes
£
£
£
£
Trade and other payables
13
577,325
134,086
Taxation and social security
303,985
206,913
Lease liabilities
14
10,427
9,844
7,219
17,648
891,737
350,843
7,219
17,648
VESTEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 23 -
13
Trade and other payables
2024
2023
£
£
Trade payables
1,659
902
Amounts owed to fellow group undertakings
529,875
43,009
Accruals and deferred income
44,166
90,175
Other payables
1,625
-
577,325
134,086
14
Lease liabilities
2024
2023
Maturity analysis
£
£
Within one year
10,427
9,844
In two to five years
7,219
17,648
Total undiscounted liabilities
17,646
27,492
Lease liabilities are classified based on the amounts that are expected to be settled within the next 12 months and after more than 12 months from the reporting date, as follows:
2024
2023
£
£
Current liabilities
10,427
9,844
Non-current liabilities
7,219
17,648
17,646
27,492
2024
2023
Amounts recognised in profit or loss include the following:
£
£
Interest on lease liabilities
985
1,531
VESTEL UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 24 -
15
Retirement benefit schemes
Defined contribution schemes
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.
The total costs charged to income in respect of defined contribution plans is £17,500 (2023 - £2,917).
16
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
730,001
730,001
919,450
919,450
The previous functional currency of the financial statements was euros, on translation to GBP functional currency in 2016, an amount of €1,076,778 was translated at 1.711.
Ordinary shares are classed as equity. These shares allow the members to vote, receive dividends and receive distributions on the winding up of the company.
17
Related party transactions
Remuneration of key management personnel
The remuneration of key management personnel, including directors, is set out in note 6.
Other information
The company has taken advantage of the exemption in FRS 101 from the requirement to disclose transactions with group companies on the grounds that it is a wholly owned subsidiary and consolidated in the financial statements prepared by Vestel Elektronik Sanayi ve Ticaret AS.
18
Controlling party
Vestel Ticaret AS, incorporated in Turkey, is the company's immediate parent undertaking by virtue of its 100% shareholding.
Vestel Elektronik Sanayi ve Ticaret AS is the ultimate parent undertaking by virtue of its 100% shareholding in Vestel Ticaret AS.
The largest and smallest undertakings for which the group financial statement have been drawn up, is that headed by Vestel Elektronik Sanayi ve Ticaret AS, incorporated in Turkey. Copies of the group financial statements can be obtained from Organize Sanayi Bolgesi, 45030, Manisa Turkey.
The ultimate controller of the group is Zorlu Holdings.
2024-12-312024-01-01Mr. K. DundarMr. B.C. KoksalMr. O. YungulEacotts International LimitedfalsefalseCCH SoftwareiXBRL Review & Tag 2025.2047715502024-01-012024-12-3104771550bus:Director12024-01-012024-12-3104771550bus:Director22024-01-012024-12-3104771550bus:Director32024-01-012024-12-3104771550bus:CompanySecretary12024-01-012024-12-3104771550bus:RegisteredOffice2024-01-012024-12-31047715502024-12-31047715502023-01-012023-12-3104771550core:ContinuingOperations2024-01-012024-12-3104771550core:RetainedEarningsAccumulatedLosses2024-01-012024-12-3104771550core:RetainedEarningsAccumulatedLosses2023-01-012023-12-3104771550core:ContinuingOperations2024-12-31047715502023-12-3104771550core:MotorVehicles2024-12-3104771550core:MotorVehicles2023-12-3104771550core:CurrentFinancialInstrumentscore:WithinOneYear2024-12-3104771550core:CurrentFinancialInstrumentscore:WithinOneYear2023-12-3104771550core:Non-currentFinancialInstrumentscore:AfterOneYear2024-12-3104771550core:Non-currentFinancialInstrumentscore:AfterOneYear2023-12-3104771550core:CurrentFinancialInstruments2024-12-3104771550core:CurrentFinancialInstruments2023-12-3104771550core:Non-currentFinancialInstruments2024-12-3104771550core:Non-currentFinancialInstruments2023-12-3104771550core:ShareCapital2024-12-3104771550core:ShareCapital2023-12-3104771550core:RetainedEarningsAccumulatedLosses2024-12-3104771550core:RetainedEarningsAccumulatedLosses2023-12-31047715502022-12-3104771550core:MotorVehicles2023-12-3104771550core:MotorVehicles2024-01-012024-12-3104771550bus:PrivateLimitedCompanyLtd2024-01-012024-12-3104771550bus:FRS1012024-01-012024-12-3104771550bus:Audited2024-01-012024-12-3104771550bus:FullAccounts2024-01-012024-12-31xbrli:purexbrli:sharesiso4217:GBP