Registration number:
for the Year Ended
Registration number:
for the Year Ended
TGS (UK) Limited
Contents
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Company Information |
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Strategic Report |
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Directors' Report |
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Statement of Directors' Responsibilities |
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Independent Auditor's Report |
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Profit and Loss Account |
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Statement of Comprehensive Income |
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Balance Sheet |
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Statement of Changes in Equity |
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Statement of Cash Flows |
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Notes to the Financial Statements |
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Detailed Profit and Loss Account |
TGS (UK) Limited
Company Information
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Directors |
Mr T G Smith Mr J Smith Mr B M Smith Mr N J Smith Mr G Smith |
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Registered office |
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Auditors |
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TGS (UK) Limited
Strategic Report for the Year Ended 31 December 2024
The Directors present their strategic report for the year ended 31 December 2024.
Principal activity
The principal activity of the Company is that of the conversion and fit-out of vehicles.
Fair review of the business
TGS UK Limited is engaged in the conversion and fit-out of vehicles supplied by customers and provides post-sales support to these customers.
The company has continued to invest heavily in its business and has successfully grown turnover by 11% on the previous year, having successfully won several large-scale vehicle tenders.
The company has invested in a strong management team which has increased the overhead of the business but puts the company in an excellent position to secure future work, deliver excellent service and continue to grow turnover and profitability.
The directors consider the revenue and profits generated to be the company's key financial performance indicators ("KPI's").
The Company's key financial and other performance indicators during the year were as follows:
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Financial KPIs |
Unit |
2024 |
2023 |
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Turnover |
£ |
24,430,640 |
22,084,673 |
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Gross Profit |
£ |
7,097,472 |
5,411,612 |
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Profit/(Loss) for the financial period |
£ |
417,941 |
(97,330) |
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Shareholder's funds |
£ |
5,938,120 |
5,644,454 |
Principal risks and uncertainties
Competitive pressure in the UK is a continuing risk for the Company, which could result in losing sales to its key competitors. To manage the risk, the Company strives to provide added-value products and services to its customers, prompt response times in the supply of products and services and in the handling of customer queries, and through the maintenance of strong relationships with customers.
The Company may be affected by fluctuations in the price and supply of light commercial vehicles (vans) and parts, although purchasing policies and practices seek to mitigate, where practicable, such risks.
The automotive industry is facing supply issues of certain components that have a direct impact on the business as it is primarily concerned with the conversion and fit-out of new vans so it relies on these being available.
Impact of Brexit related risks
The overall Brexit risk is still unknown as it is believed the effects on businesses from the pandemic have masked what would have been a standalone Brexit effect.
Impact from the risks related to the Covid-19 pandemic
The effect of Covid on financial performance has been better than anticipated and the demand of services provided by the company has exceeded the greatest of expectations.
Section 172(1) statement
The directors understand the business, strategic targets and ever changing market and environment that the company operates in. Strategic decisions are taken at board level and escalated to the parent company when required to do so. Such escalation requirements are defined in numerous internal company policies that all directors are aware of. The directors have taken decisions they believe are in the best interests of the company, members and stakeholders. The board meets every month to discuss current topics across all areas of the business. They receive an overview of the current financial performance and discuss matters of importance during the board meetings.
TGS (UK) Limited
Strategic Report for the Year Ended 31 December 2024
The directors recognise that the TGS (UK) employees are fundamental and are integral to the business to deliver our strategic ambitions. The success of our business depends on attracting, retaining and motivating employees. We ensure we do our upmost to be a responsible employer considering pay, benefits, upkeep of health and safety requirements and workplace environments. When making decisions the directors factor the implication of decisions on the employees where it is relevant and possible to do so.
The directors recognise that in order to achieve its strategic objectives it must have strong relationships with its customers and suppliers. The directors receive regular information and feedback from business operations that inform them how current and emerging relationships are developing. The directors actively seek and receive third party information indicating performance from a customer point of view. The directors also receive regular updates on supplier activities and contract management topics.
The directors will take into account the impact of the company's operations on the community and environment in any decision making process where it is necessary to do.
The directors are fully aware of their legal responsibilities and obligations, they are also fully aware of our Group Policies and Code of conduct which are designed to uphold the core values of TGS and ensure all stakeholders conduct themselves as it would expect. By following these principles and guidelines, the business is conducted with the upmost integrity. Regular internal reviews take place, which help ensure that the guidelines are followed and identify any areas or processes that can be improved.
The directors consider the best possible action in its decision making process to deliver the strategy aligned with Group. When making these decisions the Directors act as fairly as they can for all members however this can mean that sometimes certain stakeholder interests may not be fully aligned.
The TGS (UK) Board understand their duties and responsibilities individually and collectively. They have acted in accordance with their duties codified in law, which include their duty to act in a way in which they consider would be most likely to promote the success of the company to the benefit of its members whilst considering the stakeholders of the company and matters set out in section 172 (1) of the Companies Act 2006.
Approved by the
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TGS (UK) Limited
Directors' Report for the Year Ended 31 December 2024
The Directors present their report and the financial statements for the year ended 31 December 2024.
Directors of the Company
The Directors who held office during the year were as follows:
Dividends
The Directors recommend a final dividend payment of £891,526 be made in respect of the financial year ended 31 December 2024. This dividend has been recognised as a liability in the financial statements.
Financial instruments
Objectives and policies
The company has adopted policies in respect of achieving our objectives relating to financial instruments through a mixture of bank facilities including overdraft arrangements, hire purchase and finance lease arrangements.
Further details of financial instruments are given within the notes to the financial statements under note 2 - Accounting Policies.
Price risk, credit risk, liquidity risk and cash flow risk
Price risk
The majority of the company's revenue derives from the conversion and fit-out of vans. As such the company is exposed to the risk of changes to demand in that area of automotive industry.
Credit risk
The company supplies goods to other companies. Credit terms are offered to those customers. TGS (UK) Limited has credit risk insurance in place to protect against the risk of default by those debtors.
Trading risk
The company is exposed to the risk in change of importation legislation and demand following the United Kingdom's exit from the European Union.
Supply chain risk
The company is also reliant on a good supply chain for key automotive components and chassis without which the company is unable to fulfil customer contracts.
Cash flow risk
Risks of this nature generally arise from timing differences which arise during the company's trading cycle. Any exceptional cash flow risks are mitigated by careful management of banking facilities, level of stock, trade debtors and trade creditors by the company's experienced staff.
Future developments
The Directors expect the business to continue operating along similar lines to the current year for the next financial year. The Directors remain focused on maintaining operational efficiency and financial stability while carefully monitoring external factors that may affect future performance.
TGS (UK) Limited
Directors' Report for the Year Ended 31 December 2024
Research and development
The directors are committed to fostering innovation and ensuring the company remains at the forefront of its industry through ongoing research and development (R&D) activities. During the year 31 December 2024 the company undertook several R&D projects. The directors believe that these investments are crucial for maintaining the company’s competitive edge and driving future growth. We are confident that our continued focus on R&D will result in significant benefits, including the enhancement of our market position.
Disclosure of information to the auditors
Each Director has taken steps that they ought to have taken as a Director in order to make themselves aware of any relevant audit information and to establish that the Company's auditors are aware of that information. The Directors confirm that there is no relevant information that they know of and of which they know the auditors are unaware.
Reappointment of auditors
The auditors Moore Scarrott Audit Limited are deemed to be reappointed under section 487(2) of the Companies Act 2006.
Approved by the
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TGS (UK) Limited
Statement of Directors' Responsibilities
The Directors acknowledge their responsibilities 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:
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select suitable accounting policies and apply them consistently; |
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make judgements and accounting estimates that are reasonable and prudent; |
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state whether applicable United Kingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and |
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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.
The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
TGS (UK) Limited
Independent Auditor's Report to the Members of TGS (UK) Limited
Opinion
We have audited the financial statements of TGS (UK) Limited (the 'Company') for the year ended 31 December 2024, which comprise the Profit and Loss Account, Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Statement of Cash Flows, and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
• | give a true and fair view of the state of the Company's affairs as at 31 December 2024 and of its profit for the year then ended; |
• | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
• | have been prepared in accordance with the requirements of the Companies Act 2006. |
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor 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 Director's 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 original financial statements were authorised for issue.
Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of this report.
Other information
The Directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report 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 there is a material misstatement in the financial statements or a material misstatement of the other information. 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.
Opinion on other matter prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
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the information given in the Strategic Report and Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
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the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements. |
TGS (UK) Limited
Independent Auditor's Report to the Members of TGS (UK) Limited
Matters on which we are required to report by exception
In the light of our 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 Statement of Directors' Responsibilities (set out on page 6), 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 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.
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
As part of an audit in accordance with ISAs (UK), we exercise professional judgement and maintain professional scepticism throughout the audit. We also:
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Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or
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Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
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Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates
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Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based
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Evaluate the overall presentation, structure and content of the financial statements, including the disclosures,
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TGS (UK) Limited
Independent Auditor's Report to the Members of TGS (UK) Limited
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Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
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We communicate with those charged with governance regarding, among other matters, the planned scope and
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Our approach to identifying and assessing the risks of material misstatement in respect of irregularities,
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the engagement partner ensured that the engagement team collectively had the appropriate competence,
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we identified the laws and regulations applicable to the company, through discussions with directors and
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we focussed on specific laws and regulations which we considered may have a direct material effect on the
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we assessed the extent of compliance with laws and regulations identified above through making enquiries
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identified laws and regulations were communicated within the audit team regularly and the team remained
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We assessed the susceptibility of the company’s financial statements to material misstatement, including
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making enquiries of management as to where they considered there was susceptibility to fraud, their
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considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and
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understanding the design of the company’s remuneration policies. |
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To address the risk of fraud through management bias and override of controls, we: |
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performed analytical procedures to identify any unusual or unexpected relationships; |
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tested journal entries to identify unusual transactions; |
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assessed whether judgements and assumptions made in determining the accounting estimates set out in the
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investigated the rationale behind significant or unusual transactions. |
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In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures
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agreeing financial statement disclosures to underlying supporting documentation; |
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reading the minutes of meetings of those charged with governance; |
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enquiring of management as to actual and potential litigation and claims; and |
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reviewing correspondence with HMRC, relevant regulators and the company’s legal advisors.
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A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
TGS (UK) Limited
Independent Auditor's Report to the Members of TGS (UK) Limited
Use of our report
This report is made solely to the Company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company’s members those matters we are required to state to them in 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.
For and on behalf of
Calyx House
South Road
Somerset
TA1 3DU
TGS (UK) Limited
Profit and Loss Account for the Year Ended 31 December 2024
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Note |
2024 |
2023 |
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Turnover |
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Cost of sales |
( |
( |
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Gross profit |
|
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Administrative expenses |
( |
( |
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Other operating income |
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Operating profit |
288,025 |
58,959 |
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Other interest receivable and similar income |
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Interest payable and similar expenses |
( |
( |
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(166,435) |
1,644 |
||
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Profit before tax |
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Tax on profit |
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( |
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Profit for the financial year |
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The above results were derived from continuing operations.
The Company has no recognised gains or losses for the year other than the results above.
TGS (UK) Limited
Statement of Comprehensive Income for the Year Ended 31 December 2024
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2024 |
2023 |
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Profit for the year |
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Total comprehensive income for the year |
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TGS (UK) Limited
(Registration number: 08970441)
Balance Sheet as at 31 December 2024
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Note |
2024 |
2023 |
|
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Fixed assets |
|||
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Intangible assets |
- |
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Tangible assets |
|
|
|
|
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||
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Current assets |
|||
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Stocks |
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Debtors |
|
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Cash at bank and in hand |
|
|
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||
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Creditors: Amounts falling due within one year |
( |
( |
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Net current assets |
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Total assets less current liabilities |
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|
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Creditors: Amounts falling due after more than one year |
( |
( |
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Provisions for liabilities |
( |
( |
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Net assets |
|
|
|
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Capital and reserves |
|||
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Called up share capital |
|
|
|
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Retained earnings |
|
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|
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Shareholders' funds |
|
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Approved and authorised by the
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TGS (UK) Limited
Statement of Changes in Equity for the Year Ended 31 December 2024
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Share capital |
Retained earnings |
Total |
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At 1 January 2024 |
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Profit for the year |
- |
|
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Dividends |
- |
( |
( |
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At 31 December 2024 |
|
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Share capital |
Retained earnings |
Total |
|
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At 1 January 2023 |
|
|
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Profit for the year |
- |
|
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Dividends |
- |
( |
( |
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At 31 December 2023 |
100 |
5,793,373 |
5,793,473 |
TGS (UK) Limited
Statement of Cash Flows for the Year Ended 31 December 2024
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Note |
2024 |
2023 |
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Cash flows from operating activities |
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Profit for the year |
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Adjustments to cash flows from non-cash items |
|||
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Depreciation and amortisation |
|
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Loss on disposal of tangible assets |
|
- |
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Finance income |
( |
( |
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Finance costs |
|
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Income tax expense |
( |
|
|
|
|
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||
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Working capital adjustments |
|||
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Decrease/(increase) in stocks |
|
( |
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Increase in trade debtors |
( |
( |
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(Decrease)/increase in trade creditors |
( |
|
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Decrease in provisions |
( |
( |
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Cash generated from operations |
( |
|
|
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Income taxes received |
- |
|
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Net cash flow from operating activities |
( |
|
|
|
Cash flows from investing activities |
|||
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Interest received |
|
|
|
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Acquisitions of tangible assets |
( |
( |
|
|
Proceeds from sale of tangible assets |
|
- |
|
|
Net cash flows from investing activities |
( |
( |
|
|
Cash flows from financing activities |
|||
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Interest paid |
( |
( |
|
|
Payments to finance lease creditors |
( |
( |
|
|
Dividends paid |
( |
( |
|
|
Net cash flows from financing activities |
( |
( |
|
|
Net (decrease)/increase in cash and cash equivalents |
( |
|
|
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Cash and cash equivalents at 1 January |
|
|
|
|
Cash and cash equivalents at 31 December |
305,443 |
2,077,889 |
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TGS (UK) Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
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General information |
The Company is a private company limited by share capital, incorporated in England and Wales (registered number
The address of its registered office is:
These financial statements were authorised for issue by the
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Accounting policies |
Summary of significant accounting policies and key accounting estimates
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
Statement of compliance
These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006.
Basis of preparation
These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.
Revenue recognition
Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts.
The company recognises revenue when the amount of revenue can be reliably measured, it is probable the future economic benefits will flow into the entity, and specific criteria have been met for each of the company activities.
Government grants
Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.
A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.
Foreign currency transactions and balances
Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.
Tax
The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.
TGS (UK) Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
The current tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company operates and generates taxable income.
Deferred tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements and on unused tax losses or tax credits in the company. Deferred income tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.
Tangible assets
Tangible assets are stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.
Depreciation
Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:
|
Asset class |
Depreciation method and rate |
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Fixtures and fittings |
15% reducing balance |
|
Office equipment |
25% reducing balance |
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Motor vehicles |
25% reducing balance |
Goodwill
Goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the Company’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date. Goodwill is amortised over its useful life, which shall not exceed ten years if a reliable estimate of the useful life cannot be made.
Amortisation
Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:
|
Asset class |
Amortisation method and rate |
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Goodwill |
10% straight line |
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.
Trade debtors
Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.
Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the Company will not be able to collect all amounts due according to the original terms of the receivables.
TGS (UK) Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell.
The cost of finished goods and work in progress comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition. At each reporting date, stocks are assessed for impairment. If stocks are impaired, the carrying amount is reduced to its selling price less costs to complete and sell; the impairment loss is recognised immediately in profit or loss.
Trade creditors
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the Company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.
Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.
Borrowings
Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.
Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.
Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.
Provisions
Provisions are recognised when the Company has an obligation at the reporting date 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.
Leases
Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.
Assets held under finance leases are recognised at the lower of their fair value at inception of the lease and the present value of the minimum lease payments. These assets are depreciated on a straight-line basis over the shorter of the useful life of the asset and the lease term. The corresponding liability to the lessor is included in the balance sheet as a finance lease obligation.
Lease payments are apportioned between finance costs in the profit and loss account and reduction of the lease obligation so as to achieve a constant periodic rate of interest on the remaining balance of the liability.
Share capital
Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.
TGS (UK) Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Dividends
Dividend distribution to the Company’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.
Defined contribution pension obligation
A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.
Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.
Financial instruments
Classification
|
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.
Doubtful debts
The directors have reviewed all significant debts on a case by case basis and have written off doubtful debts based on their knowledge of both the specific customer and the current economic conditions within the industry.
Work in progress
The company has jobs in progress at the year-end which requires the company to exercise judgement over the value of the job. The range of potential outcomes in future financial periods could result in a material positive or negative movement to underlying profitability and cash flow.
Estimates are made and re-evaluated at each reporting date as to the quantum and timing of work in progress arising from each job.
Stock provision
The company has invested heavily in building its stock reserves but will also buy-in stock for specific jobs. As stock has grown in total value, the Directors need to assess whether jobs with long lead times lead to any potential obsolescence of the stock items or significant wear or tear. The Directors undertake a detailed review of the stock holding periodically and apply a suitable provision against any stock items determined to be old or obsolete, on an item by item basis. This involves judgement on the part of the Directors.
TGS (UK) Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows:-
Depreciation and useful economic life of assets
In determining the estimated useful life of assets, and the period over which assets are depreciated, the company considers the expected usage of the asset, expected physical wear and tear of the asset and expected technical advancements in the industry that could lead to obsolescence of the asset. Each year, the company reviews the above to establish if there is any change in expected useful life of tangible assets.
Warranty provision
The Directors use their professional judgement and experience to determine the value of any provision needed against warranties, taking the actual warranty claims for the early part of the following period and extrapolating this over the length of the warranty period. The Directors use historical data to ensure the warranty provision is reasonable. Estimates are made and re-evaluated at the end of each reporting date.
Dilapidations provision
The company entered into a lease agreement for their current trading premises which requires them to restore the building back to its original condition when the lease is ended. The Directors need to use their experience of the works which will be needed to restate the building and allocate a cost of doing these works in order to determine the total dilapidations cost which will be needed at the end of the lease. Estimates are made and re-evaluated at the end of each reporting date.
|
Turnover |
The analysis of the Company's Turnover for the year from continuing operations is as follows:
|
2024 |
2023 |
|
|
Sale of goods |
|
|
|
Other operating income |
The analysis of the Company's other operating income for the year is as follows:
|
2024 |
2023 |
|
|
Miscellaneous other operating income |
|
|
|
Operating profit |
Arrived at after charging/(crediting)
|
2024 |
2023 |
|
|
Depreciation expense |
|
|
|
Amortisation expense |
|
|
|
Research and development cost |
|
|
|
Operating lease expense - property |
|
|
|
Operating lease expense - plant and machinery |
|
|
|
Loss on disposal of property, plant and equipment |
|
- |
TGS (UK) Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Other interest receivable and similar income |
|
2024 |
2023 |
|
|
Interest income on bank deposits |
|
|
|
Other finance income |
- |
|
|
|
|
|
Interest payable and similar expenses |
|
2024 |
2023 |
|
|
Interest expense on other finance liabilities |
|
|
|
Foreign exchange (losses)/gains |
( |
|
|
|
|
|
Staff costs |
The aggregate payroll costs (including Directors' remuneration) were as follows:
|
2024 |
2023 |
|
|
Wages and salaries |
|
|
|
Other short-term employee benefits |
|
- |
|
Pension costs, defined contribution scheme |
|
|
|
Redundancy costs |
( |
|
|
Other employee expense |
|
|
|
|
|
The average number of persons employed by the Company (including Directors) during the year, analysed by category was as follows:
|
2024 |
2023 |
|
|
Production |
|
|
|
Administration and support |
|
|
|
|
|
|
Directors' remuneration |
The Directors' remuneration for the year was as follows:
|
2024 |
2023 |
|
|
Remuneration |
|
|
TGS (UK) Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Auditors' remuneration |
|
2024 |
2023 |
|
|
Audit of the financial statements |
|
|
|
Taxation |
Tax charged/(credited) in the profit and loss account
|
2024 |
2023 |
|
|
Deferred taxation |
||
|
Arising from origination and reversal of timing differences |
( |
|
The tax on profit before tax for the year is the same as the standard rate of corporation tax in the UK (2023 - the same as the standard rate of corporation tax in the UK) of
The differences are reconciled below:
|
2024 |
2023 |
|
|
Profit before tax |
|
|
|
Corporation tax at standard rate |
|
|
|
Tax increase from effect of capital allowances and depreciation |
|
|
|
Tax decrease arising from group relief |
( |
( |
|
Deferred tax (credit)/expense from unrecognised tax loss or credit |
( |
|
|
Total tax (credit)/charge |
( |
|
TGS (UK) Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Intangible assets |
|
Goodwill |
Total |
|
|
Cost or valuation |
||
|
At 1 January 2024 |
|
|
|
At 31 December 2024 |
|
|
|
Amortisation |
||
|
At 1 January 2024 |
|
|
|
Amortisation charge |
|
|
|
At 31 December 2024 |
|
|
|
Carrying amount |
||
|
At 31 December 2024 |
- |
- |
|
At 31 December 2023 |
|
|
|
Tangible assets |
|
Fixtures and fittings |
Office equipment |
Motor vehicles |
Total |
|
|
Cost or valuation |
||||
|
At 1 January 2024 |
|
|
|
|
|
Additions |
|
|
- |
|
|
Disposals |
( |
( |
( |
( |
|
At 31 December 2024 |
|
|
|
|
|
Depreciation |
||||
|
At 1 January 2024 |
|
|
|
|
|
Charge for the year |
|
|
|
|
|
Eliminated on disposal |
( |
( |
( |
( |
|
At 31 December 2024 |
|
|
|
|
|
Carrying amount |
||||
|
At 31 December 2024 |
|
|
|
|
|
At 31 December 2023 |
|
|
|
|
|
Stocks |
|
2024 |
2023 |
|
|
Work in progress |
|
|
|
Stock |
|
|
|
|
|
TGS (UK) Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Debtors |
|
Current |
Note |
2024 |
2023 |
|
Trade debtors |
|
|
|
|
Amounts owed by related parties |
|
|
|
|
Other debtors |
|
|
|
|
|
|
|
Cash and cash equivalents |
|
2024 |
2023 |
|
|
Cash at bank |
|
|
|
Creditors |
|
Note |
2024 |
2023 |
|
|
Due within one year |
|||
|
HP and finance lease liabilities |
5,900 |
5,860 |
|
|
Trade creditors |
|
|
|
|
Social security and other taxes |
|
|
|
|
Other creditors |
|
|
|
|
|
|
||
|
Due after one year |
|||
|
HP and finance lease liabilities |
18,976 |
24,876 |
|
Provisions for liabilities |
|
Warranties |
Deferred tax |
Other provisions |
Total |
|
|
At 1 January 2024 |
|
|
|
|
|
Increase (decrease) in existing provisions |
( |
( |
- |
( |
|
At 31 December 2024 |
|
|
|
|
|
|
||||
|
Pension and other schemes |
Defined contribution pension scheme
The Company operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the Company to the scheme and amounted to £
Contributions totalling £12,448 (2023 - £10,224) were payable to the scheme at the end of the year and are included in creditors.
TGS (UK) Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Share capital |
Allotted, called up and fully paid shares
|
2024 |
2023 |
|||
|
No. |
£ |
No. |
£ |
|
|
|
|
100 |
|
100 |
|
Loans and borrowings |
Non-current loans and borrowings
|
2024 |
2023 |
|
|
Finance lease liabilities |
|
|
Current loans and borrowings
|
2024 |
2023 |
|
|
Finance lease liabilities |
|
|
|
Obligations under leases and hire purchase contracts |
Operating leases
The total of future minimum lease payments is as follows:
|
2024 |
2023 |
|
|
Not later than one year |
|
|
|
Later than one year and not later than five years |
|
|
|
|
|
The amount of non-cancellable operating lease payments recognised as an expense during the year was £
Lease relating to cars total £139,568 (2023 - £214,844) and leases relating to property total £1,020,853 (2023 - £1,679,177).
|
Related party transactions |
Summary of transactions with other related parties
TGS (UK) Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
|
Parent and ultimate parent undertaking |
The ultimate parent of the group is Candleford Investments Limited who are incorporated in England and Wales (registered number 14060933).
Their registered office is Oakwood Park, Lodge Causeway, Fishponds, Bristol, England, BS16 3JA.
Candleford Investments Limited prepare consolidated financial statements. These are available upon request from the company’s registered office or are publicly available at Companies House.
The ultimate controll
TGS (UK) Limited
Detailed Profit and Loss Account for the Year Ended 31 December 2024
|
2024 |
2023 |
|
|
Turnover (analysed below) |
24,430,640 |
22,084,673 |
|
Cost of sales (analysed below) |
(17,684,257) |
(16,617,596) |
|
Gross profit |
6,746,383 |
5,467,077 |
|
Gross profit (%) |
27.61% |
24.76% |
|
Administrative expenses |
||
|
Employment costs (analysed below) |
3,610,929 |
3,047,787 |
|
Establishment costs (analysed below) |
1,700,156 |
1,504,491 |
|
General administrative expenses (analysed below) |
1,105,752 |
730,103 |
|
Finance charges (analysed below) |
12,142 |
16,526 |
|
Depreciation costs (analysed below) |
133,421 |
196,413 |
|
6,562,400 |
5,495,320 |
|
|
Other operating income (analysed below) |
104,042 |
87,202 |
|
Operating profit |
288,025 |
58,959 |
|
Other interest receivable and similar income (analysed below) |
(6,783) |
(15,259) |
|
Interest payable and similar charges (analysed below) |
173,218 |
13,615 |
|
166,435 |
(1,644) |
|
|
Profit before tax |
121,590 |
60,603 |
TGS (UK) Limited
Detailed Profit and Loss Account for the Year Ended 31 December 2024
|
2024 |
2023 |
|
Turnover |
||
|
Sales |
24,430,640 |
22,084,673 |
|
Cost of sales |
||
|
Opening stock |
2,554,276 |
2,142,995 |
|
Purchases |
12,300,736 |
9,851,920 |
|
Closing stock |
(2,435,941) |
(2,554,276) |
|
Wages and salaries |
2,916,675 |
1,750,893 |
|
Staff pensions (Defined contribution) |
55,236 |
113,913 |
|
Subcontract cost |
1,525,510 |
4,581,810 |
|
Freight and carriage |
767,765 |
730,341 |
|
17,684,257 |
16,617,596 |
|
Employment costs |
||
|
Wages and salaries |
3,286,614 |
2,793,679 |
|
Directors remuneration |
62,850 |
61,122 |
|
Staff pensions (Defined contribution) |
81,618 |
- |
|
Private health insurance |
30,870 |
- |
|
Subcontract cost |
81,808 |
- |
|
Recruitment costs |
6,270 |
83,754 |
|
Staff training |
42,757 |
27,489 |
|
Staff welfare |
47,452 |
37,743 |
|
Redundancy costs |
(29,310) |
44,000 |
|
3,610,929 |
3,047,787 |
|
Establishment costs |
||
|
Rent |
798,792 |
947,671 |
|
Rates |
301,907 |
93,233 |
|
Water rates |
12,232 |
- |
|
Light, heat and power |
226,357 |
170,398 |
|
Insurance |
155,933 |
101,938 |
|
Repairs and maintenance |
194,410 |
161,182 |
|
General maintenance |
10,525 |
30,069 |
|
1,700,156 |
1,504,491 |
TGS (UK) Limited
Detailed Profit and Loss Account for the Year Ended 31 December 2024
|
2024 |
2023 |
|
General administrative expenses |
||
|
Telephone and fax |
40,197 |
37,546 |
|
Computer software and maintenance costs |
196,703 |
116,815 |
|
Printing, postage and stationery |
80,168 |
41,764 |
|
Charitable donations |
54,906 |
15,515 |
|
Hire of plant and machinery |
188,739 |
58,923 |
|
Sundry expenses |
72,717 |
88,635 |
|
Research and development |
4,960 |
5,624 |
|
Motor expenses |
49,220 |
65,254 |
|
Travel and subsistence |
62,500 |
66,608 |
|
Advertising |
141,641 |
90,697 |
|
Staff entertaining |
9,696 |
1,526 |
|
Customer entertaining |
548 |
3,951 |
|
Accountancy fees |
56,324 |
21,714 |
|
Auditor's remuneration - the audit of the company's annual accounts |
28,000 |
19,550 |
|
Consultancy fees |
43,983 |
48,076 |
|
Legal and professional fees |
45,407 |
38,326 |
|
Bad debts written off |
30,043 |
9,579 |
|
1,105,752 |
730,103 |
|
Finance charges |
||
|
Bank charges |
11,538 |
16,003 |
|
Credit card charges |
604 |
523 |
|
12,142 |
16,526 |
|
Depreciation costs |
||
|
Amortisation of goodwill |
36,667 |
110,000 |
|
Depreciation of fixtures and fittings |
49,252 |
42,403 |
|
Depreciation of motor vehicles |
15,755 |
21,188 |
|
Depreciation of office equipment |
26,314 |
22,822 |
|
Profit/(loss) on disposal of tangible fixed assets - operating expense |
5,433 |
- |
|
133,421 |
196,413 |
|
Other operating income |
||
|
Other operating income |
104,042 |
87,202 |
|
Other interest receivable and similar income |
||
|
Bank interest receivable |
6,783 |
7,131 |
|
Other interest receivable |
- |
8,128 |
|
6,783 |
15,259 |
|
Interest payable and similar expenses |
||
|
Other loan interest |
8,505 |
12,494 |
|
Other interest payable |
176,700 |
- |
|
Foreign currency (gains)/losses |
(11,987) |
1,121 |
|
173,218 |
13,615 |