Company registration number 01522328 (England and Wales)
HALDEX LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
HALDEX LIMITED
COMPANY INFORMATION
Director
Mr A T Dyer
(Appointed 20 October 2025)
Secretary
Mr C J Sharpe
Company number
01522328
Registered office
Haldex European Technical Centre
Mira Technology Park
Lindley
Warwickshire
CV13 6DE
Auditor
UHY Hacker  Young
14 Park Row
Nottingham
NG1 6GR
Bankers
Danske Bank
75 King William Street
London
EC4N 7DT
HALDEX LIMITED
CONTENTS
Page
Director's report
1 - 2
Independent auditor's report
3 - 6
Income statement
7
Statement of comprehensive income
8
Statement of financial position
9 - 10
Statement of changes in equity
11
Notes to the financial statements
12 - 30
HALDEX LIMITED
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -

The director presents his annual report and financial statements for the year ended 31 December 2024.

Principal activities

The principal activity of the company continued to be that of providing warranty services to fellow subsidiaries within the SAF-Holland Group, thereby supporting the wider SAF-Holland Group to constantly innovate, providing excellent service to the external customers of the Haldex Group and avoiding losing market share.

Results and dividends

The results for the year are set out on page 7.

No ordinary dividends were paid. The director does not recommend payment of a final dividend.

Director

The director who held office during the year and up to the date of signature of the financial statements was as follows:

Mr A T Dyer
(Appointed 20 October 2025)
Mrs Yvonne Paige-Stimson
(Resigned 28 October 2025)
Auditor

In accordance with the company's articles, a resolution proposing that UHY Hacker Young be reappointed as auditor of the company will be put at a General Meeting.

Statement of director's responsibilities

The director is responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is 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 director is required to:

 

The director is 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. He is 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.

HALDEX LIMITED
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
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.

Small companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.

On behalf of the board
Mr A T Dyer
Director
23 December 2025
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF HALDEX LIMITED
- 3 -
Opinion

We have audited the financial statements of Haldex Limited (the 'company') for the year ended 31 December 2024 which comprise the income statement, the statement of comprehensive income, the statement of financial position, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 Reduced Disclosure Framework (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

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'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 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 financial statements are authorised for issue.

 

Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report.

INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF HALDEX LIMITED (CONTINUED)
- 4 -

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The director is 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.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

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 director's report.

 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

Responsibilities of director

As explained more fully in the director's responsibilities statement, the director is 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 director determines 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 director is 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 director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.

INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF HALDEX LIMITED (CONTINUED)
- 5 -
Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

Based on our understanding of the company and the industry in which it operates, we identified that the principal risks of non-compliance related to the acts of the company, including fraud, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that might have a direct impact on the preparation of the financial statements such as the Companies Act 2006. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements, including the risk of override of controls, and determined that the principal risks were related to inflated revenue and profit.

Audit procedures performed included, but were not limited to:

 

A further description of our responsibilities is available on the Financial Reporting Council's website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

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.

INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF HALDEX LIMITED (CONTINUED)
- 6 -
Andrew Timms (Senior Statutory Auditor)
For and on behalf of UHY Hacker Young
23 December 2025
Chartered Accountants
Statutory Auditor
HALDEX LIMITED
INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 7 -
2024
2023
as restated
Notes
£
£
Revenue
3
638,559
1,305,418
Cost of sales
(291,297)
(1,237,734)
Gross profit
347,262
67,684
Administrative expenses
(153,100)
(229,358)
Other operating income
60,025
19,351
Operating profit/(loss)
4
254,187
(142,323)
Investment income
7
61,892
20,475
Finance costs
8
(4,392)
(3,000)
Profit/(loss) before taxation
311,687
(124,848)
Tax on profit/(loss)
9
-
0
-
0
Profit/(loss) for the financial year
20
311,687
(124,848)
HALDEX LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 8 -
2024
2023
£
£
As restated
Profit/(loss) for the year
311,687
(124,848)
Other comprehensive income:
Items that will not be reclassified to profit or loss
Actuarial gain on defined benefit pension schemes
368,000
342,000
Currency translation differences
(391,335)
(351,000)
Total items that will not be reclassified to profit or loss
(23,335)
(9,000)
Total comprehensive income for the year
288,352
(133,848)
HALDEX LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024
31 December 2024
- 9 -
2024
2023
as restated
Notes
£
£
£
£
Non-current assets
Property, plant and equipment
10
135,777
199,935
Current assets
Inventories
11
-
8,437
Trade and other receivables
12
594,765
563,772
594,765
572,209
Current liabilities
13
(1,384,697)
(1,546,934)
Net current liabilities
(789,932)
(974,725)
Total assets less current liabilities
(654,155)
(774,790)
Non-current liabilities
13
(15,425)
(132,042)
Provisions for liabilities
Other provisions
16
(108,900)
(160,000)
Net assets excluding pension liability
(778,480)
(1,066,832)
Defined benefit pension liability
17
-
-
Net liabilities
(778,480)
(1,066,832)
Equity
Called up share capital
18
25,050,000
25,050,000
Capital redemption reserve
19
1,936,015
1,936,015
Retained earnings
20
(27,764,495)
(28,052,847)
Total equity
(778,480)
(1,066,832)
HALDEX LIMITED
STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2024
31 December 2024
- 10 -

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

The financial statements were approved by the board of directors and authorised for issue on 23 December 2025 and are signed on its behalf by:
Mr A T Dyer
Director
Company registration number 01522328 (England and Wales)
HALDEX LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 11 -
Share capital
Capital redemption reserve
Retained earnings
Total
£
£
£
£
As restated
Balance at 1 January 2023
25,050,000
1,936,015
(27,918,999)
(932,984)
Year ended 31 December 2023:
Loss
-
-
(124,848)
(124,848)
Other comprehensive income:
Actuarial gains on pernsion scheme
-
-
342,000
342,000
Pension surplus not recognised
-
-
(351,000)
(351,000)
Total comprehensive income
-
-
(133,848)
(133,848)
Balance at 31 December 2023
25,050,000
1,936,015
(28,052,847)
(1,066,832)
Year ended 31 December 2024:
Profit
-
-
311,687
311,687
Other comprehensive income:
Actuarial gains on pernsion scheme
-
-
368,000
368,000
Pension surplus not recognised
-
-
(391,335)
(391,335)
Total comprehensive income
-
-
288,352
288,352
Balance at 31 December 2024
25,050,000
1,936,015
(27,764,495)
(778,480)
HALDEX LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 12 -
1
Accounting policies
Company information

Haldex Limited is a private company limited by shares incorporated in England and Wales. The registered office is Haldex European Technical Centre, Mira Technology Park, Lindley, Warwickshire, CV13 6DE. The company's principal activities and nature of its operations are disclosed in the director's 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 principal accounting policies adopted are set out below.

As permitted by FRS 101, the company has taken advantage of the following disclosure exemptions from the requirements of IFRS:

Where required, equivalent disclosures are given in the group accounts of Haldex AB as at 31 December 2024. The group accounts of Haldex AB are available from Haoupstrove, 26, D-63856, Germany.

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

1.2
Going concern

The director has at the time of approving the financial statements, a reasonable expectation that the truecompany has adequate resources to continue in operational existence for the foreseeable future. Thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.

 

The director of Haldex Limited has received a letter of support from SAF Holland SE to enable the Company to meet its financial obligations as they fall due for a period of twelve months from the date of the letter.

 

The Directors of SAF Holland SE, the ultimate controlling party, confirm that they overdraft facility within Haldex Limited is currently supported by a group banking arrangement whereby SAF Holland SE is solely responsible for the settlement of any net overdraft position across the group under this arrangement. Having taken into account these confirmations from SAF Holland SE with reference to the financial position of SAF Holland SE the Director has concluded that it is appropriate to prepare the financial statements on a going concern basis.

 

HALDEX LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 13 -
1.3
Revenue

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

Rendering of services

Revenue from providing services is recognised in the accounting period in which the services are rendered.

 

The Company's revenue is earned from the sales, marketing and servicing of Haldex Group proprietary

products for trucks, cars and industrial vehicles.

 

Revenue from contracts with customers represents the commission received from other Haldex group companies and is measured at its transaction price, being the amount of consideration to which the Company expects to be entitled in exchange for transferring promised services to a customer, net of Value Added Tax (VAT), returns, rebates and discounts.

 

Transaction price is allocated to each performance obligation on the basis of an agreed percentage of the

sales generated by Haldex Limited on behalf of other group companies.

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:

Leasehold land and buildings
Over the lease period
Fixtures and fittings
10 year straight line basis
Computers
4 year straight line basis
Motor vehicles
Over the lease period
Office Equipment
Over the lease period

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 income statement.

1.5
Inventories

Inventories are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition.

 

Inventories held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

Net realisable value is the estimated selling price less all estimated costs of completion and costs to be incurred in marketing, selling and distribution.

HALDEX LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 14 -
1.6
Cash and cash equivalents

Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.7
Financial assets

Financial assets are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.

 

At initial recognition, financial assets classified as fair value through profit and loss are measured at fair value and any transaction costs are recognised in profit or loss. Financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.

1.8
Financial liabilities

The company recognises financial debt when the company becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'other financial liabilities'.

Other financial liabilities

Other financial liabilities, including borrowings, trade payables and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

Financial liabilities are derecognised when, and only when, the company’s obligations are discharged, cancelled, or they expire.

1.9
Provisions

Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event and it is probable that the company will be required to settle that obligation, and a reliable estimate can be made of the amount of the obligation.

 

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows.

 

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.

HALDEX LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 15 -
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
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.

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.

HALDEX LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 16 -

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.

1.12
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

1.13

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight line basis over their useful economic lives, which range from 3 to 6 years.

 

If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

HALDEX LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 17 -
1.14

Defined benefit pension plan

The Company operates a defined benefit plan for certain employees. The scheme was closed in January 2016 and employees became members of the defined contribution plan. The defined benefit plan externally funded and provides retirement benefits on the basis of members' final salary.

 

A full valuation of the scheme was carried out at 31 December 2022 by Mercer, independent consulting actuaries and updated by an independent actuary as at 31 December 2024 by Isio Group Limited. The cost of providing pensions is charged to the profit and loss account in accordance with IAS 19 over the periods benefiting from the services of employees. The funding for past service is invested through the scheme's trustees. The amounts charged to the operating profit are the current service costs and gains and losses on settlements and curtailments. They are included as part of staff costs. Past service costs are recognised immediately in the profit and loss account if the benefits have vested. If the benefits have not vested immediately, the costs are recognised over the period until vesting occurs.

 

Net interest is calculated by applying the discount rate to the net defined liability or asset, both as determined at the start of the reporting period, taking into account of any changes in the net defined benefit liability during the period as a result of contributions and benefit payments. The net interest is recognised in the profit and loss as other finance income or cost.

 

Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to other comprehensive income. These amounts together with the return on plan assets, less amounts included in net interest, are disclosed as 'Remeasurement of net defined benefit liability'.

 

The defined benefit asset or liability in the balance sheet compromises the total for each plan of the present value of the defined benefit obligation (using a discount rate based on high quality corporate bonds), less fair value of plan assets out of which the obligations are to be settled directly. Fair value is based on market price information and in the case of quoted securities is the published bid price. The value of a net pension benefit asset is restricted to the present value of any amount the Company expects to recover by way of refunds from the plan or reductions in the future contributions.

 

Defined contribution pension plan

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

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

 

Group pension plan

Where the risks of a defined benefit plan are shared between entities under common control, each entity recognises the net defined benefit cost charged in its own financial statements.

HALDEX LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 18 -
2
Critical accounting estimates and judgements

In the application of the company’s accounting policies, the director is 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.

 

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are outlined below.

Key sources of estimation uncertainty
Leases

The lease payments are discounted using the company's incremental borrowing rates.of between 2.4% and 2.8% . An increase or decrease in the incremental borrowing rate would result in a decrease or increase in the right-of-use asset and corresponding liability. In determining the lease term, management considers all facts and circumstances that create an economic incentive to exercise an extension option, or not exercise a termination option. Extension options (or periods after termination options) are only included in the lease term if the lease is reasonably certain to be extended (or not terminated).

Defined Pension

Pension and post-retirement benefits are provide to certain employees, including former employees and their beneficiaries. The assets, liabilities and expenses recognised and the disclosures made are based on actuarial valuations and assumptions regarding factors such as discount rates, health care cost trend rates, inflation, expected rates of return on plan assets, retirement rates, mortality rates, turnover, rates of compensation increases and other factors.

 

It is ensured that the significant assumptions used are within the reasonable range relative to market data. The methodology to set significant assumptions includes:

 

Discount rates are estimated using high quality debt securities based on an analysis of AA-graded corporate bonds used to generate a yield curve with a duration matching the expected benefit payments.

 

The expected rate of compensation increase reflects estimates of the change in future compensation levels due to general price levels, seniority, age and other factors.

 

The mortality rate is based on publicly available mortality tables. Future salary increases and pension increases are based on expected future inflation rates.

 

The pension valuations detailed in the actuarial report is a net asset position. The net asset position has not been recognised in the financial statements. The basis for the decision to not recognise the net asset position is due to the fact the amount is not recoverable from the pension scheme and therefore should not be recognised as a financial asset.

HALDEX LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 19 -
3
Revenue
2024
2023
£
£
Revenue analysed by class of business
Rendering of Services
638,559
1,305,418
2024
2023
£
£
Revenue analysed by geographical market
United Kingdom
638,559
9,637
Rest of Europe
-
1,295,781
638,559
1,305,418
4
Operating profit/(loss)
2024
2023
As restated
Operating profit/(loss) for the year is stated after charging/(crediting):
£
£
Exchange gains
(2,878)
(488)
Depreciation of property, plant and equipment
64,158
41,402
Cost of inventories recognised as an expense
9,293
97,122
5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
22,000
6,400
6
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2024
2023
Number
Number
2
2
HALDEX LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
6
Employees
(Continued)
- 20 -

Their aggregate remuneration comprised:

2024
2023
£
£
Wages and salaries
66,102
343,444
Social security costs
8,281
43,985
Pension costs
20,002
58,627
94,385
446,056
7
Investment income
2024
2023
£
£
Interest income
Interest on the net defined benefit asset
23,000
9,000
Interest receivable from group companies
38,892
11,475
Total income
61,892
20,475
8
Finance costs
2024
2023
£
£
Interest on financial liabilities measured at amortised cost:
Interest on lease liabilities
4,392
3,000
HALDEX LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 21 -
9
Taxation
2024
2023
£
£

The charge for the year can be reconciled to the profit/(loss) per the income statement as follows:

2024
2023
£
£
Profit/(loss) before taxation
311,687
(124,848)
Expected tax charge/(credit) based on a corporation tax rate of 25.00% (2023: 25.00%)
77,922
(31,212)
Change in unrecognised deferred tax assets
(77,922)
31,212
Taxation charge for the year
-
-

The Company has not recognised deferred tax assets of £293,652 (2023 £371,574) in connection with trading losses carried forward as there is insufficient evidence that these will be recoverable against trading profits in future years.

10
Property, plant and equipment
Leasehold land and buildings
Fixtures and fittings
Computers
Motor vehicles
Office Equipment
Total
As restated
£
£
£
£
£
£
Cost
At 1 January 2024
214,000
22,922
5,642
139,730
2,000
384,294
At 31 December 2024
214,000
22,922
5,642
139,730
2,000
384,294
Accumulated depreciation and impairment
At 1 January 2024
131,000
12,276
5,642
33,441
2,000
184,359
Charge for the year
21,916
2,145
-
0
40,097
-
0
64,158
At 31 December 2024
152,916
14,421
5,642
73,538
2,000
248,517
Carrying amount
At 31 December 2024
61,084
8,501
-
0
66,192
-
0
135,777
At 31 December 2023
83,000
10,646
-
0
106,289
-
0
199,935
HALDEX LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
10
Property, plant and equipment
(Continued)
- 22 -

Property, plant and equipment includes right-of-use assets, as follows:

Right-of-use assets
2024
2023
£
£
Net values at the year end
As restated
Property
61,084
83,000
Motor vehicles
66,192
106,289
127,276
189,289
Depreciation charge for the year
As restated
Property
21,916
21,000
Motor vehicles
40,097
30,178
62,013
51,178

As noted in note 23 the right of use motor vehicles have been restated to represent the present value of the asset. The adjustment related to 2022 and resulted in an increase in cost of £16,730 and reduction in accumulated depreciation of £72,559.

 

 

11
Inventories
2024
2023
£
£
Raw materials
-
8,437
12
Trade and other receivables
2024
2023
£
£
Trade receivables
-
2,036
Amounts owed by related parties
584,344
514,207
Other receivables
-
34,761
Prepayments and accrued income
10,421
12,768
594,765
563,772
HALDEX LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 23 -
13
Liabilities
Current
Non-current
2024
2023
2024
2023
As restated
As restated
Notes
£
£
£
£
Trade and other payables
14
1,248,597
1,485,492
-
0
-
0
Taxation and social security
19,483
6,170
-
-
Lease liabilities
15
116,617
55,272
15,425
132,042
1,384,697
1,546,934
15,425
132,042
14
Trade and other payables
2024
2023
As restated
£
£
Trade payables
12,126
124,033
Amounts owed to fellow group undertakings
1,212,187
1,230,760
Accruals and deferred income
22,015
127,927
Other payables
2,269
2,772
1,248,597
1,485,492

The unsecured loan of £1,200,000 (2022: £1,200,00) included within "amounts owed to group undertakings" was made to the company during 1988 by Haldex AB. The outstanding amount of the loan is interest free.

Other than the above, all amounts owed by group companies are unsecured, interest free and repayable on demand.

HALDEX LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 24 -
15
Lease liabilities

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
£
£
As restated
Current liabilities
116,617
55,272
Non-current liabilities
15,425
132,042
132,042
187,314
2024
2023
Amounts recognised in profit or loss include the following:
£
£
Interest on lease liabilities
4,392
3,000
16
Provisions for liabilities
2024
2023
£
£
Dilapidation provison
108,900
160,000
Movements on provisions:
Dilapidation provison
£
At 1 January 2024
160,000
Reversal of provision
(51,100)
At 31 December 2024
108,900
HALDEX LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 25 -
17
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
20,002
58,627

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.

Defined benefit scheme

The Company operates a Defined Benefit Pension Scheme.

 

The defined benefit pension scheme (operated by Haldex Limited for employees of Haldex Limited and Haldex Brake Products Limited) closed in January 2016 and employees became members of the defined contribution scheme. The defined benefit scheme is externally funded and provides retirement benefits on the basis of members' final salary. The assets of the scheme are held in self-administered trust funds separated from the assets of the group comprising of Haldex Limited and Haldex Brake Products Limited ("the Group").

 

Total annual contributions to the scheme are based on independent actuarial advice and are gauged to fund future pension liabilities (including projected increases in pensions) in respect of services up to the balance sheet date.

Valuation

The plan liabilities are calculated using a discount rate set with reference to corporate bond yields; if plan assets underperform this yield, this will create a deficit. In this respect contributions to the scheme by Haldex Limited for the period were £Nil (31 December 2023: £Nil). The best estimate of contributions to be paid by the company into the scheme for the period commencing 1 January 2025 is £Nil (1 January 2024: £Nil).

 

Additionally, in March 2017, Haldex AB, a company within the Group agreed to increase the Guaranteed Obligations of all present and future obligations and liabilities of the defined benefit pension scheme (whether actual or contingent and whether owed jointly or severally and in any capacity whatsoever) of both Haldex Limited and Haldex Brake Products Limited to make payments to the Scheme up to a maximum amount of £22,000,000.

HALDEX LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
17
Retirement benefit schemes
(Continued)
- 26 -
Risks

Changes in bond yields

A decrease in corporate bond yields will increase plan liabilities, although this will be partially offset by an increase in the value of the plan's bond holdings.

 

Life expectancy

The majority of the plan's obligations are to provide benefits for the life of the member, so increase in life expectancy will result in an increase in the plan's liabilities.

 

Inflation risk

The pension obligations are linked to inflation, and higher inflation will lead to higher liabilities (although in most cases, caps on the level of inflationary increases are in place to protect against extreme inflation). The majority of the plan's assets are either unaffected by (in case of fixed interest bonds) or loosely correlated to (in case of equities) inflation, meaning that an increase in inflation will also increase the deficit.

 

GMP equalisation

Following a High Court ruling on 26 October 2018 regarding the equalisation of Guaranteed Minimum Pension('GMP') benefit within a third party pension scheme, plans are required to adjust benefits awarded to males andfemales. An allowance of 1.07% of the obligation has been made for the impact of GMP equalisation within these figures.

 

Ongoing third party High Court legal proceedings

In June 2023, the High Court judged that amendments made to a third party's pension scheme were invalid because the scheme's actuary did not provide the associated S37 certificate necessary. If upheld, the High Court's decision could have wider ranging implcations, including other schemes that were contracted-out on a salary-related basis, and made amendments between April 1997 and April 2016. As this case is ongoing and its outcome and impact are unclear, no adjustments to the pension valuation have yet been recognised as at the year end.

 

A full valuation of the scheme was carried out at 31 December 2022 by Mercer, independent consulting actuaries and updated by an independent actuary as at 31 December 2024 by Isio Group Limited.

 

 

2024
2023
Key assumptions
%
%
Discount rate
5.45
4.6
Pension growth rate
3.15
3.05
Salary growth rate
3.1
2.9
Inflation
3.15
2.5
HALDEX LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
17
Retirement benefit schemes
(Continued)
- 27 -
Mortality assumptions
2024
2023

Assumed life expectations on retirement at age 65:

Years
Years
Currently aged 65
- Males
20.9
20.8
- Females
23
23
Currently aged 45
- Males
21.8
22.2
- Females
24.1
24.9
Amounts recognised in the income statement
2024
2023
Costs/(income):
£
£
Net interest on defined benefit liability/(asset)
247,000
259,000
Amounts recognised in other comprehensive income
2024
2023
Costs/(income):
£
£
Actuarial changes arising from experience adjustments
(571,000)
18,000
Actuarial changes related to plan assets
203,000
(360,000)
Asset not recognised due to asset ceiling
391,000
351,000
Total costs
23,000
9,000

The amounts included in the statement of financial position arising from the company's obligations in respect of defined benefit plans are as follows:

2024
2023
£
£
Present value of defined benefit obligations
4,911,932
5,472,932
Fair value of plan assets
(5,822,597)
(5,992,597)
Surplus in scheme
(910,665)
(519,665)
Asset not recognised due to asset ceiling
910,665
519,665
Liability recognised in statement of financial position
-
0
-
0
HALDEX LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
17
Retirement benefit schemes
(Continued)
- 28 -

The net pension surplus of £910,665 (2023: £519,665) is not recognised in the balance sheet as the company is unable to recover the surplus from the pension scheme. This has been reflected in the value of the scheme assets above.

2024
2023
Movements in the present value of defined benefit obligations
£
£
At 1 January 2024
5,472,932
5,386,932
Benefits paid
(237,000)
(191,000)
Actuarial gains and losses
(571,000)
18,000
Interest cost
247,000
259,000
At 31 December 2024
4,911,932
5,472,932

The defined benefit obligations arise from plans which are wholly or partly funded.

2024
2023
Movements in the fair value of plan assets
£
£
At 1 January 2024
5,992,597
5,555,597
Return on plan assets (excluding amounts included in net interest)
(203,000)
360,000
Benefits paid
(237,000)
(191,000)
Other
270,000
268,000
At 31 December 2024
5,822,597
5,992,597
Sensitivity of the defined benefit obligations to changes in assumptions

Scheme obligations would have been affected by changes in assumptions as follows:

2024
2023
Fair value of plan assets
£
£
LDI Real Fund
1,667,707
2,528,876
Credit Investment Fund
1,445,240
-
Diversified Return Fund
1,314,240
2,480,935
Multi Asset Fund
1,392,001
976,786
Cash
3,409
6,000
5,822,597
5,992,597
HALDEX LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
17
Retirement benefit schemes
(Continued)
- 29 -
18
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
25,050,000
25,050,000
25,050,000
25,050,000
19
Capital redemption reserve
2024
2023
£
£
At the beginning and end of the year
1,936,015
1,936,015

In 2006, a capital redemption reserve was created to replace redeemed share capital. The shares redeemed were 26,454,000 ordinary shares of £1 each for consideration of £26,454,000. The amount of permissible capital payment for these shares was £24,518,000.

20
Retained earnings

Profit and loss account represents cumulative profit or losses, net of dividends paid and other adjustments.

21
Related party transactions

As a wholly owned subsidiary of Haldex AB, the company has taken advantage of the exemption in FRS 101 from the requirement to disclose transactions within wholly owned group companies.

22
Controlling party

At the balance sheet date, the Company's immediate parent company was JSB Hesselman AB, a company incorporated in Sweden.

 

At the balance sheet date, the largest group to consolidate these financial statements is SAF Holland SE, a company incorporated in Germany. Copies of financial statements can be obtained from SAF Holland SE, Hauptstrabe 26, D-63856, Germany.

 

SAF Holland SE is a company listed on the Duetsche Borse AG and is the ultimate controlling party.

HALDEX LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 30 -
23
Prior Year Adjustments

The right of use motor vehicles have been restated to represent the present value of the asset. The adjustment related to 2022 and as such has been amended through the brought forward reserves. It has no direct impact on the profit and loss in either 2024 or 2023. The impact of the prior year adjustment was an increase in reserves of £89,290.

 

The lease liabilities have also been restated to represent the present value of the liabilities remaining on the right of use assets. This was adjusted through historic reserves and resulted in a £61,314 decrease in reserves.

 

The net impact of the adjustments was £27,976 increase in reserves.

 

On review there has also been a reclassification of the cost of sales and administration expenses in 2023. This has no impact on the overall net profit.

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