Company No:
Contents
| DIRECTORS | Angela Bolton (Appointed 09 October 2025) |
| Alan Cooling (Resigned 30 April 2026) | |
| Cesar Lopez Fuentes (Appointed 01 May 2026) | |
| Pedro Mendieta (Appointed 11 April 2024, Resigned 08 November 2024) | |
| James Peacock (Resigned 11 April 2024) | |
| Sahejveer Singh (Appointed 01 May 2026) | |
| David Stewart |
| SECRETARY | Sahejveer Singh |
| REGISTERED OFFICE | Natland Road |
| Kendal | |
| Cumbria | |
| England | |
| LA9 7LR | |
| United Kingdom |
| COMPANY NUMBER | 00868422 (England and Wales) |
| AUDITOR | Deloitte Ireland LLP |
| Chartered Accountants & Statutory Audit Firm | |
| Statutory Auditor | |
| Deloitte & Touche House | |
| Earlsfort Terrace | |
| Dublin 2 |
| BANKERS | HSBC |
| 4 Hardman Square | |
| Spinningfields | |
| Manchester | |
| ME33EB |
| Citibank, N.A. London Branch | |
| 33 Canada Square | |
| Canary Wharf | |
| London | |
| E14 SLB |
The directors present their Strategic Report for the financial year ended 31 March 2025.
REVIEW OF THE BUSINESS
The Company is a member of the Anord Mardix Group. The Group is considered a provider of essential service which is the manufacture of products necessary for the supply chain of essential services; computer, electronic and optical products including semi-conductors; electrical equipment, machinery and other equipment.
There has been a significant increase in operations due to new projects contracted during the financial period as the data centre sector continues to grow.
Turnover for the financial year amounted to �276,977,521 (2024: �235,908,434). The Company earned a profit after taxation totalling �14,116,514 (2024: �10,027,608).
The net current assets position of the Company as at the financial year end amounted to �44,150,706 (2024: net current assets �31,646,060).
The net assets position of the Company as at the financial year end amounted to �52,337,717 (2024: net assets �38,221,203).
The main KPI's used by the business are monitoring of the order book, factory output and monitoring of bids currently out to tender with clients, allowing forward sales and factory production planning. Additionally, the monitoring of daily cash balance and rolling monthly cash flow forecasts aid working capital management.
PRINCIPAL RISKS AND UNCERTAINTIES
The principal risks and uncertainties to the business come with the larger projects undertaken and the relatively long time frame between commencement of a project and the point at which the final retention element is paid over by the customer. Projects can last a number of months and the final retention is then typically due one year after practical completion.
FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
The Company's financial risk management objective is broadly to seek to make neither a profit nor loss from exposure to currency or interest rate risks. Its policy is to finance working capital through retained earnings and through borrowings at prevailing market interest rates.
FUTURE DEVELOPMENTS
The Company plans to continue its present activities. The directors do not anticipate a significant change in the activities of the Company in future periods.
GOING CONCERN
The directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Thus they continue to adopt the going concern basis in preparing the annual financial statements. Further details regarding the adoption of the going concern basis can be found in note 1 to the financial statements.
DIRECTORS' STATEMENT OF COMPLIANCE WITH DUTY TO PROMOTE THE SUCCESS OF THE COMPANY
The board of directors of the Company both individually and together, confirm that they have acted in the way they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its members as a whole, in line with Section 172 (1) (a-f) of the Companies Act 2006, in the decisions taken during the financial period ended 31 March 2025. The following paragraphs summarise how the directors fulfil their duties:
� As the board of directors, we acknowledge that the success of the business is directly attributable to the people working in it. We acknowledge the importance of keeping our employees motivated and engaged through a responsible approach to salary and benefit packages, and thorough training. We ensure our staff are appropriately qualified and can continue to develop within the Company through our performance system. We also acknowledge that the health and safety of the employees is key to our business.
� As the board of directors, we recognise that our suppliers are of critical importance to the business. We are committed to engaging with our suppliers and customers to maintain and grow our business relationships, ensuring that we receive and provide the best service possible. Monthly and quarterly business reviews ensure that the business maintains good relationships.
� As the board of directors, we acknowledge we are committed to engaging with our stakeholders to effectively identify, evaluate, manage and mitigate the risks the Company faces in a timely manner. Please see the principal risks and uncertainties in our Strategic Report for further details.
� As the board of directors, our intention is to behave responsibly and ensure that management operate the business in a responsible manner and that the best interest of the Company is at the forefront when making decisions.
� We as directors, ensure that the board remains informed and monitors compliance with the relevant company law and governance standards resulting in the Company maintaining a reputation for high standards of business conduct.
EXPOSURES TO PRICE CREDIT AND LIQUIDITY CASH FLOW RISKS
The Company is exposed to the usual credit risk and cash flow risk associated with deferred payment terms and manages this through its credit control procedures.
The Company's exposure to the price risk of financial instruments is minimal and the directors do not consider any other risks attaching to the use of financial instruments to be material to an assessment of its financial position or profit.
RESEARCH AND DEVELOPMENT
The Company continued to invest in product testing and certification. The Company remains at the forefront of the market for the manufacture and installation of LV Switchgear, Power Distribution Units and associated software.
Approved by the Board of Directors and signed on its behalf by:
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Angela Bolton
Director |
The directors present their annual report on the affairs of the Company, together with the financial statements and auditors� report, for the financial year ended 31 March 2025.
PRINCIPAL ACTIVITIES
DIVIDENDS
The directors do not recommend payment of a dividend (2024: �Nil).
EVENTS AFTER THE BALANCE SHEET DATE
Details of significant events since the balance sheet date are contained in the note 23 to the financial statements.
DIRECTORS
The directors, who served during the financial year and to the date of this report except as noted, were as follows:
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(Appointed 09 October 2025) |
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(Resigned 30 April 2026) |
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(Appointed 01 May 2026) |
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(Appointed 11 April 2024, Resigned 08 November 2024) |
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(Resigned 11 April 2024) |
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(Appointed 01 May 2026) |
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SECRETARY
The secretaries, who served during the financial year and to the date of this report except as noted, were as follows:
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(Resigned 30 April 2026) |
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(Appointed 30 April 2026) |
DISABLED EMPLOYEES
The Company applies employment policies that are fair and equitable for all employees and these ensures that entry into, and progression within the Company are determined solely by application of job criteria and personal ability and competency.
Full and fair consideration, having regard to the person's particular aptitudes and abilities, is given to applications for employment and career development of disabled persons. The Company's training and development policies also make it clear that it will take all steps practicable to ensure that employees who become disabled during the time they are employed by the Company are able to remain employed by the Company.
EMPLOYEE CONSULTATION
ENGAGEMENT WITH SUPPLIERS, CUSTOMERS AND OTHERS
The Company recognises the importance of maintaining a strong relationship with suppliers, customers and other business relationships as they are fundamental to the quality of Anord Mardix (UK) Limited's operations and business performance. All stakeholders are informed of progress on matters of concern to them. Monthly and quarterly business reviews ensure that the business maintains good relationships.
ENERGY AND CARBON REPORT
Energy efficiency actions
Greenhouse gas emissions, energy consumption and energy efficiency action
| 2025 | 2024 | ||
| kWh | kWh | ||
| Energy consumption used to calculate emissions | 12,698,487 | 11,403,269 | |
| TCO?e | TCO?e | ||
| Emissions from combustion of gas | 1,009 | 1,001 | |
| Emissions from combustion of fuel for transport purposes | 598 | 371 | |
| Emissions from purchased electricity | 756 | 357 | |
| 2,363 | 1,729 |
Intensity Ratio
**Intensity measurement**
To convert absolute emissions to an emissions intensity metric, the directors relevant unit of measure.
An intensity ratio is a way of defining the Group emissions data in relation to an appropriate business metric, such as tonnes of CO2e per sales revenue, or tonnes of CO2e per total square metres of floor space. This allows comparison of energy efficiency performance over time and with other similar types of organisations.
SECR intensity ratios are calculated by dividing the Company's emissions by its organisation-specific metric. In this instance the intensity ratio used for the Company is tonnes of product for the financial year. Intensity ratio for the period tCO2e per head count is 2.28 (2024: 2.26) and tCO2e per �1,000,000 revenue is 8.59 (2024: 8.90). The intensity ratio has been revised in the current year to align with the methodology and ratios provided by our Environmental and Sustainability specialist. The intensity ratio presented in the prior year was 128kg/Co2e/t. This change ensures consistency with internal sustainability reporting standards.
**Energy efficiency actions**
The directors continue to strive for energy and carbon reduction arising from their activities. In this regard the directors have introduced the measures like increased use of video conferencing to reduce business travel, EV charging points installed on sites, and transfer to a new manufacturing facility.
Methodology
We have followed the Government Environmental Reporting Guidelines. We have also used the GHG Reporting Protocol � Corporate Standard and we have used the 2025 UK Government's Conversion Factors for Company Reporting.
Currently Anord Mardix only tracks scope 1 and scope 2 emissions and this is reflected in the report.
AUDITOR
Each of the persons who is a director at the date of approval of this report confirms that:
* So far as the director is aware, there is no relevant audit information of which the Company's auditor is unaware; and
* The director has taken all the steps that they ought to have taken as a director in order to make himself/herself aware of any relevant audit information and to establish that the Company's auditor is aware of that information.
This confirmation is given and should be interpreted in accordance with the provisions of s418 of the Companies Act 2006.
Deloitte Ireland LLP have expressed their willingness to continue in office as auditor and appropriate arrangements have been put in place for them to be deemed reappointed as auditors in the absence of an Annual General Meeting.
Approved by the Board of Directors and signed on its behalf by:
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Angela Bolton
Director |
The directors are responsible for preparing the Strategic Report, the Directors' Report and the audited financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare audited financial statements for each financial period. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 audited financial statements, the directors are required to:
� select suitable accounting policies and then apply them consistently;
� make judgments and accounting estimates that are reasonable and prudent;
� state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
� 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 to 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.
Report on the audit of the financial statements
In our opinion the financial statements of Anord Mardix (UK) Limited (the �company�):
� give a true and fair view of the state of the company�s affairs as at 31 March 2025 and of its profit for the financial year then ended;
� have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice, including Financial Reporting Standard 102 �The Financial Reporting Standard applicable in the UK and Republic of Ireland�; and
� have been prepared in accordance with the requirements of the Companies Act 2006.
We have audited the financial statements which comprise:
� the Statement of Comprehensive Income;
� the Statement of Financial Position;
� the Statement of Changes in Equity; and
� the related notes 1 to 24, including a summary of significant accounting policies as set out in note 1.
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).
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).
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 Financial Reporting Council�s (the �FRC�s�) Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from the date when the financial statements are authorised for issue.
Our responsibilities, and the responsibilities of the directors, with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the annual report, other than the financial statements and our auditor�s report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
As explained more fully in the Directors' Responsibilities Statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the company�s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so
Auditor�s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
A further description of an auditor's responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www frc org uk/auditorsresponsibilities. This description forms part of our auditor's report.
Extent to which the audit was considered capable of detecting irregularities, including fraud
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.
We considered the nature of the company�s industry and its control environment, and reviewed the company�s documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management and the directors about their own identification and assessment of the risks of irregularities, including those that are specific to the company�s business sector.
We obtained an understanding of the legal and regulatory framework that the company operates in, and identified the key laws and regulations that:
� had a direct effect on the determination of material amounts and disclosures in the financial statements. These included the UK Companies Act, FRS 102 and tax legislation; and
� do not have a direct effect on the financial statements but compliance with which may be fundamental to the company�s ability to operate or to avoid a material penalty. These included UK employment law, health and safety legislation and the Data Protection Act 2018.
We discussed among the audit engagement team regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.
As a result of performing the above, we identified the greatest potential for fraud in the following area, and our procedures performed to address it are described below:
**Revenue recognition:**
� we assessed the design and determined the implementation of the key controls over how revenue was recognized in the financial year; and
� performed substantive test of details on sales during the year and post year end to test whether revenue recorded in the financial year is appropriate.
In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.
In addition to the above, our procedures to respond to the risks identified included the following:
� reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
� performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
� enquiring of management and legal counsel concerning actual and potential litigation and claims, and instances of noncompliance with laws and regulations; and
� reading minutes of meetings of those charged with governance.
Report on other legal and regulatory requirements
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
� the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements, and
� the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
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 any material misstatements in the strategic report or the directors� report.
Under the Companies Act 2006 we are required to report in respect of the following matters 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.
We have nothing to report in respect of these matters.
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
Chartered Accountants & Statutory Audit Firm
Statutory Auditor
Earlsfort Terrace
Dublin 2
| Note | 2025 | 2024 | ||
| � | � | |||
| Turnover | 3 |
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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 | 4 |
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| Operating profit |
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| Interest receivable and similar income | 5 |
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| Interest payable and similar expenses | 5 | (
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| Profit before taxation | 6 |
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| Tax on profit | 9 | (
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| Profit for the financial year |
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| Other comprehensive income | 0 | 0 | ||
| Total comprehensive income |
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All amounts relate to continuing operations.
The notes on 1 to 24 form the part of these financial statements.
| Note | 2025 | 2024 | ||
| � | � | |||
| Fixed assets | ||||
| Intangible assets | 11 |
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| Tangible assets | 12 |
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| 9,031,903 | 6,788,967 | |||
| Current assets | ||||
| Stocks | 13 |
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| Debtors | 14 |
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| Cash at bank and in hand | 15 |
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| 153,665,394 | 117,404,423 | |||
| Creditors: amounts falling due within one year | 16 | (
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| Net current assets | 44,150,706 | 31,646,060 | ||
| Total assets less current liabilities | 53,182,609 | 38,435,027 | ||
| Creditors: amounts falling due after more than one year | 17 | (
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| Net assets | 52,337,717 | 38,221,203 | ||
| Capital and reserves | 20 | |||
| Called-up share capital |
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| Profit and loss account |
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| Total shareholder's funds | 52,337,717 | 38,221,203 |
The financial statements of Anord Mardix (UK) Limited (registered number:
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Angela Bolton
Director |
| Called-up share capital | Capital contribution reserve | Profit and loss account | Total | ||||
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| At 31 March 2024 |
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| At 31 March 2025 |
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The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.
Anord Mardix (UK) Limited ('the Company') is a private company limited by shares, incorporated and tax resident in the United Kingdom. The Company's address and registered office is Natland Road, Kendal, Cumbria, England, LA9 7LR.
The principal activity of the Company is that of the design, manufacture and sale of electrical switchgear, Power Management Systems and Busbar Trunking Systems.
The Company is tax resident in the United Kingdom.
**Basis of preparation of financial statements**
These financial statements have been prepared in accordance with applicable accounting standards, including Financial Reporting Standard 102 - 'The Financial Reporting Standard applicable in the United Kingdom and Republic of lreland' CFRS 102), and with the Companies Act 2006.
The financial statements have been prepared on the historical cost basis except for the modifications to a fair value basis for certain financial instruments as specified in the accounting policies below.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).
**Financial Reporting Standard 102 - reduced disclosure exemptions**
The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
� the requirements of Section 7 Statement of Cash Flows;
� the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
� the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
� the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A and 12.30;
� the requirements of Section 33 Related Party Disclosures paragraph 33.7.
This information is included in the consolidated financial statements of Flex Ltd. (NASDAQ: FLEX) as at 31 March 2025 and these financial statements are publicly available.
The directors have assessed the Statement of Financial Position and likely future cash flows at the date of approving these financial statements. The directors have a reasonable expectation that the Company has adequate resources to continue in operational existence and to meet its financial obligations as they fall due for at least 12 months from the date of signing these financial statements. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.
The Company's functional and presentational currency is GBP.
**Transactions and balances**
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.
At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.
Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Statement of Comprehensive Income except when deferred in other comprehensive income as qualifying cash flow hedges.
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in the Statement of Comprehensive Income within 'other operating income'.
The Company assesses whether control of the product or services promised under the contract is transferred to the customer at a point in time (PIT), through application, or over time (OT). The Company is first required to evaluate whether its contracts meet the criteria for OT recognition. The Company has determined that for a portion of its contracts the Company is manufacturing products for which there is no alternative use (due to the unique nature of the customer-specific products) and the Company has an enforceable right to payment including a reasonable profit for work-in-progress inventory with respect to these contracts. As a result, revenue is recognised under these contracts OT based on the cost-to-cost method as it best depicts the transfer of control to the customer measured based on the ratio of costs incurred to date as compared to the total estimated costs at completion of the performance obligation. Thereafter, the Company assess whether revenue is recognised through application. The Company recognises revenue when it has transferred control through agreement with customers upon receipt of payment certificates acknowledging costs incurred to date. For all other contracts that do not meet these criteria, the revenue is recognised when it has transferred control which generally occurs upon delivery and passage of title to the customer.
The current income 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 income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the Statement of Financial Position date, except that:
� The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
� Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.
Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
Current tax assets and liabilities are offset only when there is a legally enforceable right to set off the amounts and the Company intends either to settle on a net basis or to realise the asset and settle the liability simultaneously. Deferred tax assets and liabilities are offset only if: a) the Company has a legally enforceable right to set off current tax assets against current tax liabilities; and b) the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same taxation authority on the Company and the Company intends either to settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously, in each future period in which signi?cant amounts of deferred tax liabilities or assets are expected to be settled or recovered.
**Licences**
Capitalised licences relates to acquired licenses for the right to use the DataBar intellectual property for the design and manufacture of the DataBar Busbar Trunking system products.
**Development costs**
Development costs relate to costs that are directly attributable to the development phase are recognised as intangible asset when all of the following criteria are demonstrated:
� The technical feasibility of completing the intangible asset so that it will be available for use or sale.
.� The intention to complete the intangible asset and use or sell it.
� The ability to use the intangible asset or to sell it.
� How the intangible asset will generate probable future economic benefits.
� The availability of adequate technical, financial and other resources to complete the development and to use or sell the intangible asset.
� The ability to measure reliably the expenditure attributable to the intangible asset during its development.
Directly attributable costs include employee costs incurred on development costs.
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
The estimated useful lives range as follows:
| Development costs |
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| Trademarks, patents and licences |
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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.
Intangible assets acquired as part of a business combination are measured at fair value at the acquisition date.
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
| Leasehold improvements |
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| Plant and machinery |
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| Vehicles |
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| Fixtures and fittings |
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| Computer equipment |
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| Assets in the course of construction |
not depreciated |
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the Statement of Comprehensive Income.
The Company as lessee
Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
Assets, other than those measured at fair value, are assessed for indicators of impairment at each Statement of Financial Position date. If there is objective evidence of impairment, an impairment loss is recognised in the Statement of Comprehensive Income as described below.
Non-financial assets
If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). The recoverable amount of an asset is the higher of its fair value less costs to sell and its 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.
Where it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs. 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.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. 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.
Financial assets
Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.
For financial assets carried at amortised cost, the amount of impairment is the difference between the asset�s carrying amount and the present value of estimated future cash flows, discounted at the financial asset�s original effective interest rate.
For financial assets carried at cost less impairment, the impairment loss is the difference between the asset�s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.
Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.
At each reporting date, stocks are assessed for impairment. If stock is 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.
Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities.
Financial assets and liabilities are only offset in the Balance Sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the Company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
Financial assets and liabilities
All financial assets and liabilities are initially measured at transaction price (including transaction costs), except for those financial assets classified as at fair value through the Statement of Comprehensive Income, which are initially measured at fair value (which is normally the transaction price excluding transaction costs), unless the arrangement constitutes a financing transaction. If an arrangement constitutes a financing transaction, the financial asset or financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.
Financial assets and liabilities are offset in the Statement of Financial Position when, and only when, there exists a legally enforceable right to set off the recognised amounts and the Company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
Debt instruments which meet the following conditions are subsequently measured at amortised cost using the effective interest method:
(a) The contractual return to the holder is (i) a fixed amount; (ii) a positive fixed rate or a positive variable rate; or (iii) a combination of a positive or a negative fixed rate and a positive variable rate.
(b) The contract may provide for repayments of the principal or the return to the holder (but not both) to be linked to a single relevant observable index of general price inflation of the currency in which the debt instrument is denominated, provided such links are not leveraged.
(c) The contract may provide for a determinable variation of the return to the holder during the life of the instrument, provided that (i) the new rate satisfies condition (a) and the variation is not contingent on future events other than (1) a change of a contractual variable rate; (2) to protect the holder against credit deterioration of the issuer; (3) changes in levies applied by a central bank or arising from changes in relevant taxation or law; or (ii) the new rate is a market rate of interest and satisfies condition (a).
(d) There is no contractual provision that could, by its terms, result in the holder losing the principal amount or any interest attributable to the current period or prior periods.
(e) Contractual provisions that permit the issuer to prepay a debt instrument or permit the holder to put it back to the issuer before maturity are not contingent on future events, other than to protect the holder against the credit deterioration of the issuer or a change in control of the issuer, or to protect the holder or issuer against changes in levies applied by a central bank or arising from changes in relevant taxation or law.
(f) Contractual provisions may permit the extension of the term of the debt instrument, provided that the return to the holder and any other contractual provisions applicable during the extended term satisfy the conditions of paragraphs (a) to (c).
Debt instruments that are classified as payable or receivable within one year on initial recognition and which meet the above conditions are measured at the undiscounted amount of the cash or other consideration expected to be paid or received, net of impairment.
With the exception of some hedging instruments, other debt instruments not meeting these conditions are measured at fair value through the Statement of Comprehensive Income.
Commitments to make and receive loans which meet the conditions mentioned above are measured at cost (which may be nil) less impairment.
Financial assets are derecognised when and only when a) the contractual rights to the cash flows from the financial asset expire or are settled, b) the Company transfers to another party substantially all of the risks and rewards of ownership of the financial asset, or c) the Company, despite having retained some, but not all, significant risks and rewards of ownership, has transferred control of the asset to another party.
Financial liabilities are derecognised only when the obligation specified in the contract is discharged, cancelled or expires.
Grants of a revenue nature are recognised in the Statement of Comprehensive Income in the same period as the related expenditure.
**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 the Statement of Comprehensive Income 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.
Judgments, estimates and assumptions are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under these circumstances.
**Judgments**
In the process of applying the Company's accounting policies, management has made the following judgments, apart from those involving estimations, which have the most significant effect on the amounts recognized in the financial statements:
Future economic benefit is expected to derive from all non-financial assets held by the Company and accordingly the directors have determined that no indicators of impairment exist at year end.
Breakdown by business class
An analysis of the Company's turnover by class of business is set out below.
| 2025 | 2024 | ||
| � | � | ||
| Switchgear, Power Management Systems and Busbar Trunking Systems | 276,977,521 | 235,908,434 |
Breakdown by geographical market:
An analysis of the Company's turnover by geographical market is set out below.
| 2025 | 2024 | ||
| � | � | ||
| United Kingdom | 74,305,968 | 55,916,938 | |
| Rest of the world | 202,671,553 | 179,991,496 | |
| 276,977,521 | 235,908,434 |
| 2025 | 2024 | ||
| � | � | ||
| Other income |
|
|
| 2025 | 2024 | ||
| � | � | ||
| Interest receivable and similar income |
|
|
|
| Interest payable and similar expenses | (
|
(
|
|
| (1,615,221) | (1,504,566) |
Interest receivable and similar income
| 2025 | 2024 | ||
| � | � | ||
| Bank interest |
|
|
|
| Interest from group undertakings |
|
|
|
|
|
|
Interest payable and similar expenses
| 2025 | 2024 | ||
| � | � | ||
| Bank loans and overdrafts | (
|
(
|
|
| Loans from group undertakings | (
|
(
|
|
| Finance leases and hire purchase contracts | (
|
(
|
|
| (
|
(
|
Profit before taxation is stated after charging/(crediting):
| 2025 | 2024 | ||
| � | � | ||
| Operating lease rentals |
|
|
|
| Impairment of stock recognised as an expense |
|
|
|
| Reversal of impairment of stock | (
|
|
|
| Research & development charged as an expense |
|
|
|
| Depreciation of owned tangible/intangible fixed asset |
|
|
|
| Operating lease rentals: land and buildings |
|
|
|
| Foreign exchange gain | (
|
(
|
|
| Profit on disposal of fixed assets | (
|
(
|
|
| Defined contribution pension cost |
|
|
|
| Auditors remuneration |
|
|
An analysis of the auditor's remuneration is as follows:
| 2025 | 2024 | ||
| � | � | ||
| Fees payable to the Company�s auditor and its associates for the audit of the Company's annual financial statements: | 143,000 | 117,283 | |
| Total audit fees |
|
|
|
| 2025 | 2024 | ||
| Number | Number | ||
| The average monthly number of employees (including directors) was: | |||
| Office management |
|
|
|
| Manufacturing |
|
|
|
| Sales |
|
|
|
|
|
|
Their aggregate remuneration comprised:
| 2025 | 2024 | ||
| � | � | ||
| Wages and salaries |
|
|
|
| Social security costs |
|
|
|
| Other retirement benefit costs |
|
|
|
| 55,972,788 | 48,255,092 |
Capitalised employee costs amount: �Nil (2024: �Nil).
**Pension Commitments**
The Company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. Pension payments recognised as an expense during the period amounted to �1,188,304 (2024: �794,415). No prepayment or accrual arose as at 31 March 2025 (2024: �Nil).
| 2025 | 2024 | ||
| � | � | ||
| Current tax on profit | |||
| UK corporation tax |
|
|
|
| Foreign tax |
|
|
|
| Tax rate changes and deferred tax charge for the financial year |
|
(
|
|
| Adjustments in respect of prior years | |||
| UK corporation tax | (
|
|
|
| Total current tax |
|
|
|
| Deferred tax | |||
| Origination and reversal of timing differences |
|
|
|
| Adjustment in respect of previous periods | 95,328 | 0 | |
| Total deferred tax |
|
|
|
| Total tax on profit |
|
|
The tax assessed for the year is at 25% (2024: 25%) the standard rate of corporation tax in the UK:
| 2025 | 2024 | ||
| � | � | ||
| Profit before taxation | 15,026,175 | 11,724,435 | |
| Tax on profit at standard UK corporation tax rate of 25% (2024: 25%) |
|
|
|
| Effects of: | |||
| Expenses not deductible for tax purposes |
|
|
|
| Income not taxable in determining taxable profit | (
|
|
|
| Adjustments in respect of prior years | (
|
(
|
|
| Effect of overseas tax rates | (313,300) | 0 | |
| Effects of group relief | (1,454,043) | (304,111) | |
| Total tax charge for year | 909,661 | 1,696,826 |
**Factors that may affect future tax charges**
There were no factors that may affect future tax charges.
| 2025 | 2024 | ||
| � | � | ||
| Directors' emoluments | 0 | 636,697 |
The Company did not pay any remunerations to its directors and the directors remuneration is borne by other group companies. The highest paid director received remuneration of �Nil (2024 - �636,697).
The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to �Nil (2024 - �NIL).
The total accrued pension provision of the highest paid director at 31 March 2025 amounted to �Nil (2024 - �NIL).
| Development costs | Trademarks, patents and licences |
Total | |||
| � | � | � | |||
| Cost | |||||
| At 01 April 2024 |
|
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||
| At 31 March 2025 |
|
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||
| Accumulated amortisation | |||||
| At 01 April 2024 |
|
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||
| Charge for the financial year |
|
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||
| At 31 March 2025 |
|
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| Net book value | |||||
| At 31 March 2025 |
|
|
|
||
| At 31 March 2024 |
|
|
|
| Leasehold improve- ments |
Plant and machinery | Vehicles | Fixtures and fittings | Computer equipment | Assets in the course of construction |
Total | |||||||
| � | � | � | � | � | � | � | |||||||
| Cost | |||||||||||||
| At 01 April 2024 |
|
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|
|
|
|
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||||||
| Additions |
|
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||||||
| Disposals |
|
|
(
|
|
|
|
(
|
||||||
| At 31 March 2025 |
|
|
|
|
|
|
|
||||||
| Accumulated depreciation | |||||||||||||
| At 01 April 2024 |
|
|
|
|
|
|
|
||||||
| Charge for the financial year |
|
|
|
|
|
|
|
||||||
| Disposals |
|
|
(
|
|
|
|
(
|
||||||
| At 31 March 2025 |
|
|
|
|
|
|
|
||||||
| Carrying value | |||||||||||||
| At 31 March 2025 | 896,586 | 3,877,473 | 0 | 149,202 | 377,639 | 1,091,432 | 6,392,332 | ||||||
| At 31 March 2024 | 1,021,390 | 1,927,495 | 27,048 | 184,422 | 665,563 | 52,758 | 3,878,676 |
| 2025 | 2024 | ||
| � | � | ||
| Stocks |
|
|
|
| Work in progress |
|
|
|
|
|
|
Stocks recognised in cost of sales during the year as an expense amounted to �128,394,756 (2024:�106,870,983).
| 2025 | 2024 | ||
| � | � | ||
| Trade debtors |
|
|
|
| Amounts owed by Group undertakings (note 22) |
|
|
|
| VAT recoverable |
|
|
|
| Corporation tax |
|
|
|
| Other debtors |
|
|
|
| Prepayments and accrued income |
|
|
|
|
|
|
The decrease in the provision against trade debtors was �217,277 (2024: increase of �156,984). The provision included in trade debtors is �158,005 (2024: �375,282).
| 2025 | 2024 | ||
| � | � | ||
| Cash at bank and in hand |
|
|
| 2025 | 2024 | ||
| � | � | ||
| Trade creditors |
|
|
|
| Amounts owed to Group undertakings (note 22) |
|
|
|
| Corporation tax |
|
|
|
| Payroll taxes payable |
|
|
|
| Accruals and deferred income |
|
|
|
| Other creditors |
|
|
|
|
|
|
Trade creditors, including other creditors and accruals, are repayable at various dates over the coming months in accordance with the suppliers' usual and customary credit terms.
Amounts owed to group undertakings are unsecured, interest free and repayable on demand.
Taxation, including corporation tax and other tax, are repayable at various dates over the coming months in accordance with the applicable statutory provisions.
| 2025 | 2024 | ||
| � | � | ||
| Deferred tax liability |
|
|
| 2025 | 2024 | ||
| � | � | ||
| At the beginning of financial year | (
|
(
|
|
| Charged to the Profit and Loss Account | (
|
(
|
|
| Adjustment in respect of prior years | (
|
|
|
| At the end of financial year | (
|
(
|
The deferred taxation balance is made up as follows:
| 2025 | 2024 | ||
| � | � | ||
| Accelerated capital allowances | (
|
(
|
|
| Other timing differences |
|
|
|
| Deferred tax charge to income statement for the period |
|
(
|
|
| (
|
(
|
The carrying values of the Company�s financial assets and liabilities are summarised by category below:
| 2025 | 2024 | ||
| � | � | ||
| Financial assets | |||
| Measured at undiscounted amount receivable | |||
| Trade debtors (note 14) |
|
|
|
| Other debtors (note 14) |
|
|
|
| Amounts owed by Group undertakings (note 14) |
|
|
|
| 82,878,319 | 57,487,820 | ||
| Financial liabilities | |||
| Measured at undiscounted amount payable | |||
| Trade creditors (note 16) | (
|
(
|
|
| Other payables (note 16) | (
|
(
|
|
| Amounts owed to Group undertakings (note 16) | (
|
(
|
|
| (58,971,535) | (37,388,256) |
| 2025 | 2024 | ||
| � | � | ||
| Allotted, called-up and fully-paid | |||
|
|
|
|
|
| Presented as follows: | |||
| Called-up share capital presented as equity | 510 | 510 |
Represents the nominal value of shares that have been issued.
**Profit and loss account**
The profit and loss reserve represents cumulative profits or losses, net of dividends paid and other adjustments.
**Capital contribution reserve**
As part of a group restructure in December 2017, the Company received a capital contribution from a related entity in respect of the settlement of a loan.
Commitments
Total future minimum lease payments under non-cancellable operating leases are as follows:
| 2025 | 2024 | ||
| � | � | ||
| within one year |
|
|
|
| between one and five years |
|
|
|
| after five years |
|
|
|
| Total future minimum lease payments under non-cancellable operating leases |
|
|
The Company has taken advantage of the exemptions available to subsidiaries under FRS 102 Section 33, "Related Party Disclosure" related to the disclosure of related party transactions with other wholly-owned group companies.
The total compensation for those considered key management personnel was �Nil (2024: �636,697). All amounts are payable by the Company.
Mardix Holdings Limited has 100% control of the Company. The ultimate parent company of Mardix Holdings Limited is Flex Ltd. which is incorporated in Singapore and whose registered address is 1 Kallang Place, Singapore, 339211. The consolidated financial statements of Flex Ltd. are publicly available.