Registration number:
for the Year Ended 31 December 2024
Powertrain Services (UK Newco) Limited
Contents
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Company Information |
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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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Notes to the Financial Statements |
Powertrain Services (UK Newco) Limited
Company Information
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Directors |
Mr A Porter Mr S Palmieri |
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Registered office |
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Auditors |
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Powertrain Services (UK Newco) 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.
Small companies provision statement
This report has been prepared in accordance with the provisions applicable to companies entitled to small companies exemptions. The company has taken the small companies exemption to not disclose the strategic report.
Directors' of the company
The directors, who held office during the year, were as follows:
Principal activity
The principal activity of the company is that of a holding company
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 auditor is aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.
Approved by the
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Powertrain Services (UK Newco) 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 Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including FRS 101 'Reduced Disclosure Framework' ('FRS 101'). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:
• | select suitable accounting policies and apply them consistently; |
• | make judgements and accounting estimates that are reasonable and prudent; |
• | state whether FRS 101 has been followed, subject to any material departures disclosed and explained in the financial statements; and |
• | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Powertrain Services (UK Newco) Limited
Independent Auditor's Report to the Members of Powertrain Services (UK Newco) Limited
Opinion
We have audited the financial statements of Powertrain Services (UK Newco) 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, 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 (United Kingdom Generally Accepted Accounting Practice), including FRS 101 'Reduced Disclosure Framework', in accordance with the provisions applicable to companies entitled to small companies exemptions.
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 loss 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.
Emphasis of matter
We draw attention to note 2 of the financial statements where it is indicated that the financial statements have not been prepared on a going concern basis since it is the intention of Management to liquidate the Company as soon as the liquidation arrangements can be made. Our opinion is not qualified in respect of this matter.
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.
Powertrain Services (UK Newco) Limited
Independent Auditor's Report to the Members of Powertrain Services (UK Newco) Limited
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 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 Directors' Report has been prepared in accordance with applicable legal requirements. |
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 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; or |
• | the directors were not entitled to prepare the financial statements in accordance with the provisions applicable to companies entitled to small companies exemptions in preparing the Directors' Report and from the requirement to prepare a Strategic Report. |
Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities [set out on page 3], 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:
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:
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the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations; |
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we identified the laws and regulations applicable to the company through discussions with directors and other management; |
Powertrain Services (UK Newco) Limited
Independent Auditor's Report to the Members of Powertrain Services (UK Newco) Limited
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we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including legislation such as the Companies Act 2006, taxation legislation, data protection, employment, Environmental Agency and health and safety legislation; |
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we assessed the extent of compliance with the laws and regulations through making enquiries of management and reviewing legal and professional fee invoices. |
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We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by: |
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making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and |
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considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations. |
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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 posted during the period and at the period end to identify unusual transactions; and |
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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 which included, but were not limited to: |
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agreeing financial statement disclosures to underlying supporting documentation; |
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enquiring of management as to actual and potential litigation and claims; |
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reviewing correspondence and agreements with HMRC; |
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reviewing legal and professional fees incurred during the period to identify any potential indications of non-compliance with laws and regulations. |
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There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. |
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Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion |
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.
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.
Powertrain Services (UK Newco) Limited
Independent Auditor's Report to the Members of Powertrain Services (UK Newco) Limited
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For and on behalf of
10 Westminster Road
Macclesfield
Cheshire
SK10 1BX
Powertrain Services (UK Newco) 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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Administrative expenses |
( |
( |
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Operating loss |
( |
( |
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Interest payable and similar expenses |
( |
( |
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(55,340) |
(66,380) |
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Loss before tax |
( |
( |
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Loss for the year |
( |
( |
The above results were derived from continuing operations.
Powertrain Services (UK Newco) Limited
Statement of Comprehensive Income for the Year Ended 31 December 2024
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2024 |
2023 |
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Loss for the year |
( |
( |
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Total comprehensive income for the year |
( |
( |
Powertrain Services (UK Newco) Limited
(Registration number: 11618668)
Balance Sheet as at 31 December 2024
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Note |
31 December |
31 December |
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Fixed assets |
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Investments |
- |
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Creditors: Amounts falling due within one year |
( |
( |
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Net liabilities |
( |
( |
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Capital and reserves |
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Called up share capital |
1 |
1 |
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Retained earnings |
(1,261,761) |
(994,506) |
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Shareholders' deficit |
(1,261,760) |
(994,505) |
These accounts have been prepared in accordance with the provisions applicable to companies entitled to small companies exemptions.
Approved by the
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Director
Powertrain Services (UK Newco) 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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( |
( |
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Loss for the year |
- |
( |
( |
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Total comprehensive income |
- |
( |
( |
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At 31 December 2024 |
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( |
( |
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Share capital |
Retained earnings |
Total |
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At 1 January 2023 |
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( |
( |
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Loss for the year |
- |
( |
( |
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Total comprehensive income |
- |
( |
( |
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At 31 December 2023 |
1 |
(994,506) |
(994,505) |
Powertrain Services (UK Newco) 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 and domiciled in United Kingdom.
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.
Basis of preparation
These financial statements have been prepared in accordance with Financial Reporting Standard 101 "Reduced Disclosure Framework" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.
These financial statements are also prepared in accordance with the requirements of FRC's Ethical Standard.
The functional and presentation of the company is GBP.
Summary of disclosure exemptions
In these financial statements, the company has taken advantage of the exemptions available under FRS 101 in respect of the following disclosures:
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IFRS 7 - ‘Financial instruments: Disclosures’. |
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Paragraphs 91 to 99 of IFRS 13 - ‘Fair value measurement’ (disclosure of valuation techniques and inputs used for fair value measurement of assets and liabilities). |
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The requirements of the second sentence of paragraph 110 and paragraphs 113(a), 114, 115, 118, 119(a) to (c), 120 to 127 and 129 of IFRS 15 - ‘Revenue from Contracts with Customers’ (disaggregation of revenue, significant changes in contract assets and liabilities, details on transaction price allocation, timing of the satisfaction of performance obligations and significant judgements made in the application of IFRS 15). |
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The requirements of paragraph 52 [lessee], the second sentence of paragraph 89, and paragraphs 90, 91 and 93 [lessor] of IFRS 16 - ‘Leases’ (lessee disclosures and lessor disclosures in relation to finance leases and lease income on operating leases). |
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Paragraph 38 of IAS 1 - ‘Presentation of financial statements’ (comparative information requirements in respect of): |
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The following paragraphs of IAS 1 - ‘Presentation of financial statements’ (removing the requirement to present): |
Powertrain Services (UK Newco) Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
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IAS 7 - ‘Statement of cash flows’. |
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Paragraphs 30 and 31 of IAS 8 - ‘Accounting policies, changes in accounting estimates and errors’ (requirement for the disclosure of information when an entity has not applied a new IFRS that has been issued but is not yet effective). |
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Paragraph 17 of IAS 24 - ‘Related party disclosures’ (key management compensation). |
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The requirements in IAS 24, ‘Related party disclosures’ (to disclose related party transactions entered into between two or more members of a group). |
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The requirements of paragraphs 134(d) to 134(f) and 135(c) to 135(e) of IAS 36, 'Impairment of Assets' |
Going concern
Exemption from preparing group accounts
The financial statements contain information about Powertrain Services (UK Newco) Limited as an individual company and do not contain consolidated financial information as the parent of a group.
The company is exempt under section of the Companies Act 2006 from the requirement to prepare consolidated financial statements as it and its subsidiary undertakings are included by full consolidation in the consolidated financial statements of its parent, Comer Industries S.p.A., a company incorporated in Italy.
Changes in accounting policy
None of the standards, interpretations and amendments effective for the first time from 1 January 2024 have had a material effect on the financial statements.
Revenue recognition
Revenue 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. Revenue is shown net of sales/value added tax, returns, rebates and discounts and after eliminating sales within the company.
The company recognises revenue when:
The amount of revenue can be reliably measured;
it is probable that future economic benefits will flow to the entity;
and specific criteria have been met for each of the company activities.
Foreign currency transactions and balances
Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.
Powertrain Services (UK Newco) Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
Investments
Investments in securities are classified on initial recognition as available-for-sale and are carried at fair value, except where their fair value cannot be measured reliably, in which case they are carried at cost, less any impairment.
Unrealised holding gains and losses other than impairments are recognised in other comprehensive income. On maturity or disposal, net gains and losses previously deferred in accumulated other comprehensive income are recognised in income.
Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.
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 payment is due within one year or less (or in the normal operating cycle of the business if longer). If not, 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.
Impairment of non-financial assets
At each balance sheet date, the Company reviews the carrying amounts of its non-financial assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated to determine the extent of the impairment loss (if any). Where the asset does not generate cash flows that are independent from other assets, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
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.
Powertrain Services (UK Newco) Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
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Critical accounting 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 amounts 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 Directors consider the impairment of investments in associated companies to be the only significant judgement. The impairment to associated undertakings is considered to be the only significant estimate in these financial statements.
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Turnover |
The analysis of the company's turnover for the year from continuing operations is as follows:
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2024 |
2023 |
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Dividends received |
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Interest payable and similar expenses |
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2024 |
2023 |
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Other finance costs |
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Staff costs |
The average number of persons employed by the company (including directors) during the year, analysed by category was as follows:
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2024 |
2023 |
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Other departments |
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Auditors' remuneration |
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2024 |
2023 |
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Audit of the financial statements |
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Powertrain Services (UK Newco) Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
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Investments |
Associates
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£ |
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Cost or valuation |
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At 1 January 2024 |
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At 31 December 2024 |
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Provision |
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At 1 January 2024 |
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Provision |
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At 31 December 2024 |
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Carrying amount |
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At 1 January 2022 |
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At 31 December 2024 |
- |
Details of the associates as at 31 December 2024 are as follows:
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Name of associate |
Principal activity |
Registered office |
Proportion of ownership interest and voting rights held |
2023 |
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Manufacture of bearings, gears, gearing and driving elements |
Russia |
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* indicates direct investment of Powertrain Services UK Ltd
An impairment has been provided for the company's investment in Walterscheid Russia LLC. The provision is for £319,000 (2023 - £285,500) and is included in administrative expenses on the statement of profit and loss. The impairment is a significant judgement made by the directors of the company and provide an adjustment to value the investment at the associated company's carry value. The valuation at carrying value is the recoverable amount of the asset being the fair value less cost of disposal. On 7th March 2025 Walterscheid Russia LLC was dissolved.
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Creditors: amounts falling due within one year |
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31 December |
31 December |
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Accrued expenses |
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Amounts due to related parties |
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Powertrain Services (UK Newco) Limited
Notes to the Financial Statements for the Year Ended 31 December 2024
The company's exposure to market and liquidity risks, including maturity analysis, relating to trade and other creditors is disclosed in note "".
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Share capital |
Allotted, called up and fully paid shares
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31 December |
31 December |
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No. |
£ |
No. |
£ |
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1 |
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1 |
Each share is entitled to equal voting right rights, distribution rights on winding up and ranks equally for any dividends declared. There are no restrictions on the declaration of dividends.
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Parent of group in whose consolidated financial statements the company is consolidated |
The name of the parent of the group in whose consolidated financial statements the company's financial statements are consolidated is Comer Industries S.p.A..
These financial statements are available upon request from Via Magellano 27, 42046 Reggiolo (RE), Italy.
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Parent and ultimate parent undertaking |
The company's immediate parent is
The ultimate parent is
The most senior parent entity producing publicly available financial statements is
Relationship between entity and parents
The parent of the largest group in which these financial statements are consolidated is
The address of Comer Industries S.p.A. is:
The parent of the smallest group in which these financial statements are consolidated is
The address of Comer Industries S.p.A. is: