Company registration number 06163415 (England and Wales)
SYNERGY HEALTH SYSTEMS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
SYNERGY HEALTH SYSTEMS LIMITED
COMPANY INFORMATION
Directors
Mr M J Tokich
Mr J P Ubbing
Company number
06163415
Registered office
2200 Renaissance
Basing View
Basingstoke
Hampshire
RG21 4EQ
Auditor
Ernst & Young LLP
No.1 Colmore Square
Birmingham
B4 6HQ
SYNERGY HEALTH SYSTEMS LIMITED
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4
Directors' responsibilities statement
5
Independent auditor's report
6 - 8
Statement of comprehensive income
9
Statement of financial position
10
Statement of changes in equity
11
Notes to the financial statements
12 - 21
SYNERGY HEALTH SYSTEMS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2025
- 1 -
The directors present the strategic report for the year ended 31 March 2025.
Principal activities
Synergy Health Systems Limited (the "company") provides IT support services and IT equipment to certain companies within the STERIS plc group (the "group").
Review of the business
Principal risks and uncertainties
Within the company, the necessary framework has been established to ensure sufficient review of the risks and the opportunity to review regularly the adequacy and effectiveness of our mitigating controls and strategies. Risk management supports the company’s vision to build a lasting reputation and our core values by:
• building and protecting the company’s reputation by championing a responsible approach to business;
• achieving brand and business resilience supported by effective risk management;
• developing the culture and capability across the company to manage changing risks and opportunities; and
• ensuring the safety and well-being of employees and others who could be affected by our business activities.
The risk management strategy enables and supports the company to identify and manage its own risks. This is accomplished by embedding risk management and translating risk management into operational ownership, defining clear responsibilities and measuring risk management performance.
Financial risk
Credit risk is the risk of financial loss to the company if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the company’s receivables from customers. The company has no significant concentration of credit risk, outside group undertakings. The most significant risk for the company is the dependence on other group entities for the majority of activities and all funding. This has been addressed by obtaining confirmation of continued support from a parent undertaking.
Key performance indicators
The company's key financial performance indicators during the year were as follows:
During the year, the company incurred significantly higher costs, particularly severance costs, but was able to successfully recharge a lot of these costs to group companies for services provided.
SYNERGY HEALTH SYSTEMS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 2 -
Section 172(1) statement
Section 172 states a director of a company must act 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, and in doing so have regard (amongst other matters) to:
(a) the likely consequences of any decision in the long term,
(b) the interests of the company's employees,
(c) the need to foster the company's business relationships with suppliers, customers and others,
(d) the impact of the company's operations on the community and the environment,
(e) the desirability of the company maintaining a reputation for high standards of business conduct, and
(f) the need to act fairly between members of the company.
Synergy Health Systems Limited is a 100% owned subsidiary within the STERIS plc group, and as with many international groups the directors delegate the day to day management of the company to local teams. The company’s local management is structured to align the company’s objectives with that of the group, and to ensure the company follows group policies. Further details on these can be found in STERIS plc’s financial statements, which are available online or from 70 Sir John Rogerson’s Quay, Dublin 2, D02 R296, Ireland.
The directors of the company, and the board as a whole, receive routine reporting from their delegated management team and have regular updates to ensure the company continues to meet the directors’ expectations. Details of the KPIs monitored by the directors and the results for the year are detailed above.
The company identifies its key stakeholders as its shareholder, customers, suppliers, employees and regulators. The directors acknowledge that the views of, and effects on, these people in regard to key business objectives and decisions are of critical importance to the continued success of the company. Each of these stakeholders will have different expectations of the company and these are as follows:
Shareholder – the shareholder expects the company to continue to provide a return on its capital and to continue to provide growth for future returns.
Customers – All of the company’s customers are fellow group companies. All customers expect the company to provide a good service, this includes providing quality product in a timely basis and working closely with the customers to understand their needs and requirements.
Suppliers – the company’s suppliers are predominantly external. All suppliers expect the company to continue to settle its debts on a timely basis and provide a consistent purchase stream.
Employees – the company’s employees want the company to provide a stable employment, for the company to engage and develop their skills and expertise and to provide fair remuneration.
Regulators – The primary regulator for the company is HMRC. HMRC expects the company to meet all compliance requirements and submit returns and payments as required, accurately and on time.
Key business decisions
During the year, 31 employees were made redundant.
Other interaction with key stakeholders
The directors also acknowledge the need to continue to foster the relationships with both their customers and suppliers. The company aims to have an open dialogue with its customers and to continue to understand and react to their needs. The company continues to maintain good trading relationships with suppliers.
The directors feel that the above actions continue to promote the success of the company as a whole.
SYNERGY HEALTH SYSTEMS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 3 -
Mr M J Tokich
Director
6 November 2025
SYNERGY HEALTH SYSTEMS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2025
- 4 -
The directors present their annual report and financial statements for the year ended 31 March 2025.
Results and dividends
The results for the year are set out on page 9.
No ordinary dividends were paid. The directors do not recommend payment of a final dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mr M J Tokich
Mr J P Ubbing
Qualifying third party indemnity provisions
The group maintains directors’ and officers’ liability insurance for the directors, which gives appropriate cover for any legal action brought against its directors. This indemnity provision was in place throughout the financial year and is in place at the date of approval of the financial statements.
Future developments
The directors aim to maintain management policies which contribute towards the development of IT infrastructure and services to support other group entities.
Auditor
In accordance with the company's articles, a resolution proposing that Ernst & Young LLP be reappointed as auditor of the company will be put at a General Meeting.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
Going concern
The Company’s business activities, together with a review of the business and the impact of the principal risks and uncertainties have been described in the strategic report. For the year to 31 March 2025 the company made a profit amounting to £381,000 and had net assets of £8,280,000. Although the company is expected to be profitable, the company has also received confirmation from its intermediate parent undertaking, STERIS Limited, of its intention to provide support, where needed, for a period of 12 months from the date of approval of the accounts. The directors have assessed the ability of STERIS Limited to provide support, and therefore have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
On behalf of the board
Mr M J Tokich
Director
6 November 2025
SYNERGY HEALTH SYSTEMS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MARCH 2025
- 5 -
The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the company's financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard FRS 102, The Financial Reporting Standard applicable in the UK and Republic of Ireland ("FRS 102"). 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 in accordance with Section 10 of FRS 102 and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;
provide additional disclosures when compliance with the specific requirements in FRS 102 is insufficient to enable users to understand the impact of particular transactions, other events and conditions on the group and company financial position and financial performance;
in respect of the company financial statements, state whether applicable UK Accounting Standards, including FRS102, have been followed, subject to any material departures disclosed and explained in the financial statements; and
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Under applicable law and regulations, the directors are responsible for preparing a strategic report and directors' report that comply with that law and those regulations. The directors are responsible for the maintenance and integrity of the corporate and financial information included on the company's website.
SYNERGY HEALTH SYSTEMS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF SYNERGY HEALTH SYSTEMS LIMITED
- 6 -
Opinion
We have audited the financial statements of Synergy Health Systems Limited (the 'company') for the year ended 31 March 2025 which comprise the statement of comprehensive income, the statement of financial position, the statement of changes in equity and the related notes 1 to 18, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 March 2025 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the Directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of twelve months from when the financial statements are approved 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.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.
SYNERGY HEALTH SYSTEMS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF SYNERGY HEALTH SYSTEMS LIMITED (CONTINUED)
- 7 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the Directors' report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
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 remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the Directors' responsibilities statement set out on page 5, 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.
Explanation as to what extent 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 irregularities, including fraud. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.
SYNERGY HEALTH SYSTEMS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF SYNERGY HEALTH SYSTEMS LIMITED (CONTINUED)
- 8 -
We obtained an understanding of the legal and regulatory frameworks that are applicable to the company and determined that the most significant are those that relate to the reporting framework (FRS 102 and the Companies Act 2006) and compliance with the relevant direct tax regulation in the United Kingdom. In addition, the Company has to comply with laws and regulations relating to its operations, including occupational health and safety, environmental and General Data Protection Regulation (GDPR) .
We understood how the Company is complying with those frameworks by making enquiries of senior management to understand how the Company maintains and communicates its policies and procedures in these areas. We understand any controls put in place by management to reduce the opportunities for fraudulent transactions and how monitoring of these processes is done to avoid any instance of non-compliance.
We assessed the susceptibility of the company’s financial statements to material misstatement, including how fraud might occur by We assessed the susceptibility of the company’s financial statements to material misstatement, including how fraud might occur by meeting with management to understand where they considered there was susceptibility to fraud. We considered the processes and controls that the Company had established to address identified risks, or that otherwise prevent or detect fraud; and how management monitors those processes and controls. We have determined there to be a risk of management override in relation to the posting of non-standard manual journals to revenue. To address this risk, our procedures include obtaining the population of all journals processed during the year. Due to the nature of the entity and to address this risk we reconciled the invoices raised to total revenue and vouched all invoices to supporting documentation.
Based on this understanding we designed our audit procedures to identify noncompliance with such laws and regulations. Our procedures involved understanding management’s internal controls over compliance with laws and regulations, enquiries of management, vouching transactions to source documentation and verifying that they are recorded in compliance with FRS 102 and in conformity with the requirements of the Companies Act 2006.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
This report is made solely to the company's member 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 member those matters we are required to state to the member 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 member, for our audit work, for this report, or for the opinions we have formed.
Lorna McNeil (Senior Statutory Auditor)
For and on behalf of Ernst & Young LLP, Statutory Auditor
No.1 Colmore Square
Birmingham
B4 6HQ
6 November 2025
SYNERGY HEALTH SYSTEMS LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2025
- 9 -
2025
2024
Notes
£000
£000
Turnover
2
9,275
8,807
Administrative expenses
(8,964)
(8,056)
Operating profit
3
311
751
Interest receivable and similar income
6
195
176
Profit before taxation
506
927
Tax on profit
7
(125)
(229)
Profit for the financial year
381
698
The statement of comprehensive income has been prepared on the basis that all operations are continuing operations.
There is no other comprehensive income (2024: £Nil).
SYNERGY HEALTH SYSTEMS LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 MARCH 2025
31 March 2025
- 10 -
2025
2024
Notes
£000
£000
£000
£000
Fixed assets
Tangible assets
9
7
11
Current assets
Debtors
10
11,363
9,159
Creditors: amounts falling due within one year
11
(3,090)
(1,300)
Net current assets
8,273
7,859
Net assets
8,280
7,870
Capital and reserves
Called up share capital
15
11,000
11,000
Other reserves
16
216
187
Profit and loss reserves
16
(2,936)
(3,317)
Total equity
8,280
7,870
The financial statements were approved by the board of directors and authorised for issue on 6 November 2025 and are signed on its behalf by:
Mr M J Tokich
Director
Company registration number 06163415 (England and Wales)
SYNERGY HEALTH SYSTEMS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2025
- 11 -
Share capital
Other reserves
Profit and loss reserves
Total
£000
£000
£000
£000
Balance at 1 April 2023
11,000
243
(4,015)
7,228
Year ended 31 March 2024:
Profit and total comprehensive income
-
-
698
698
Debit to equity for equity settled share-based payments
-
(56)
-
(56)
Balance at 31 March 2024
11,000
187
(3,317)
7,870
Year ended 31 March 2025:
Profit and total comprehensive income
-
-
381
381
Credit to equity for equity settled share-bsaed payments
-
29
-
29
Balance at 31 March 2025
11,000
216
(2,936)
8,280
SYNERGY HEALTH SYSTEMS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
- 12 -
1
Accounting policies
Company information
Synergy Health Systems Limited is a private company limited by shares incorporated in England and Wales. The registered office is 2200 Renaissance, Basing View, Basingstoke, Hampshire, RG21 4EQ.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £000.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’: Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The financial statements of the company are consolidated in the financial statements of STERIS plc. These consolidated financial statements are available from its registered office, 70 Sir John Rogerson's Quay, Dublin 2, D02 R296, Ireland.
1.2
Going concern
The Company’s business activities, together with a review of the business and the impact of the principal risks and uncertainties have been described in the strategic report. For the year to 31 March 2025 the company made a profit amounting to £381,000 and had net assets of £8,280,000. Although the company is expected to be profitable, the company has also received confirmation from its intermediate parent undertaking, STERIS Limited, of its intention to provide support, where needed, for a period of 12 months from the date of approval of the accounts. Ttruehe directors have assessed the ability of STERIS Limited to provide support, and therefore have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
Turnover for the provision of services is recognised when the service is provided. Turnover for the sale of IT equipment is recognised upon dispatch.
SYNERGY HEALTH SYSTEMS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 13 -
The Company also acts as an agent for the recharge of other services of costs incurred by the company; no mark-up is applied by the Company on these transactions. The related income and expenses are reported net within operating profit.
1.4
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Software
4 years straight line
1.5
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Computer equipment
3-10 years straight line
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
1.6
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible 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 in order to determine the extent of the impairment loss (if any). 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.
1.7
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
SYNERGY HEALTH SYSTEMS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 14 -
Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Basic financial liabilities
Basic financial liabilities, including creditors and loans from fellow group companies, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
SYNERGY HEALTH SYSTEMS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 15 -
1.8
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.9
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.10
Share-based payments
Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.
1.11
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
1.12
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
SYNERGY HEALTH SYSTEMS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 16 -
2
Turnover and other revenue
2025
2024
£000
£000
Turnover analysed by class of business
IT support services
9,275
8,807
2025
2024
£000
£000
Other revenue
Interest income
195
176
All turnover arose within the United Kingdom.
3
Operating profit
2025
2024
Operating profit for the year is stated after charging/(crediting):
£000
£000
Exchange gains
(21)
(2)
Fees payable to the company's auditor for the audit of the company's financial statements
10
11
Depreciation of owned tangible fixed assets
4
-
Costs directly recharged to other group companies
(799)
-
Share-based payments
29
(56)
Operating lease charges
-
9
4
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2025
2024
Number
Number
Administration
90
107
Their aggregate remuneration comprised:
2025
2024
£000
£000
Wages and salaries
5,911
5,651
Social security costs
626
650
Pension costs
193
225
6,730
6,526
SYNERGY HEALTH SYSTEMS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 17 -
5
Directors remuneration
The directors’ remuneration has been borne by another group company.
The directors are also directors or officers of other group companies. The directors’ services to the company do not occupy a significant amount of their time. As such, the directors do not consider that they have received any remuneration for their incidental services to this company for the current or prior year.
6
Interest receivable and similar income
2025
2024
£000
£000
Interest income
Interest receivable from group companies
195
176
7
Taxation
2025
2024
£000
£000
Current tax
UK corporation tax on profits for the current period
83
187
Deferred tax
Origination and reversal of timing differences
42
42
Total tax charge
125
229
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2025
2024
£000
£000
Profit before taxation
506
927
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
127
232
Tax effect of expenses that are not deductible in determining taxable profit
(2)
(3)
Taxation charge for the year
125
229
SYNERGY HEALTH SYSTEMS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
7
Taxation
(Continued)
- 18 -
In December 2021, the OECD released an Inclusive Framework on Base Erosion and Profit Shifting including Pillar Two Model Rules, which aim to reform corporate taxation rules, including a global minimum tax rate. These rules are applicable for multinational enterprise groups with global revenue over €750m. The legislation implementing the rules in the UK was substantively enacted on 20 June 2023 and first has effect for the company for the year ended 31 March 2025. The company has applied the exemption under FRS102 in relation to accounting for deferred tax assets and liabilities arising from the implementation of the Pillar Two model rules.
The STERIS plc Group's assessment of the potential exposure to Pillar Two income taxes is based on the most recent tax filings, country-by-country reporting and financial statements for the constituent entities in the Group. Based on the assessment carried out so far and to the extent information is known and reasonably estimable, the Group considers that there are no countries where there is a potential impact, which would be captured in this Company. A current tax expense has therefore not been recorded in respect of Pillar Two income taxes in this Company.
8
Intangible fixed assets
Software
£000
Cost
At 1 April 2024 and 31 March 2025
5,548
Amortisation and impairment
At 1 April 2024 and 31 March 2025
5,548
Carrying amount
At 31 March 2025
At 31 March 2024
9
Tangible fixed assets
Computer equipment
£000
Cost
At 1 April 2024 and 31 March 2025
1,622
Depreciation and impairment
At 1 April 2024
1,611
Depreciation charged in the year
4
At 31 March 2025
1,615
Carrying amount
At 31 March 2025
7
At 31 March 2024
11
SYNERGY HEALTH SYSTEMS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 19 -
10
Debtors
2025
2024
Amounts falling due within one year:
£000
£000
Amounts owed by group undertakings
10,910
8,687
Other debtors
135
98
Prepayments and accrued income
143
158
11,188
8,943
2025
2024
Amounts falling due after more than one year:
£000
£000
Deferred tax asset (note 12)
175
216
Total debtors
11,363
9,159
Included within amounts due from group undertakings is £3,170,000 (2024: £2,808,000) relating to a cash pooling structure. The interest rate is variable, based on the group's external borrowing rates plus a margin, and is due on demand. The interest rate is updated on a monthly basis to reflect movements resulting from changes in external borrowing rates.
All other balances due from group undertakings are trading balances with no interest charged and repayable on demand.
11
Creditors: amounts falling due within one year
2025
2024
£000
£000
Trade creditors
219
126
Amounts owed to group undertakings
2,041
50
Corporation tax
83
296
Other taxation and social security
133
211
Accruals and deferred income
614
617
3,090
1,300
Amounts owed to group undertakings are trading balances repayable on demand. No interest is charged on these balances.
SYNERGY HEALTH SYSTEMS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 20 -
12
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Assets
Assets
2025
2024
Balances:
£000
£000
Accelerated capital allowances
158
193
Other short term timing differences
17
23
175
216
2025
Movements in the year:
£000
Asset at 1 April 2024
(216)
Charge to profit or loss
41
Asset at 31 March 2025
(175)
The deferred tax asset was recognised due to the expectation of taxable profits arising in the period of reversal.
13
Retirement benefit schemes
2025
2024
Defined contribution schemes
£000
£000
Charge to profit or loss in respect of defined contribution schemes
193
225
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.
Contributions totalling £26,000 (2024: £40,000) were unpaid at the year end and included within accruals.
14
Share-based payment transactions
Group share-based payments
The company's ultimate parent, STERIS plc, has granted rights to its equity instruments to certain of the company's employees. The company accounts for these share based payments as equity settled.
Employees of the company have been granted two types of equity instruments:
Stock options provide the right to purchase ordinary shares of STERIS plc at the market price on the date of grant, subject to the terms of the option plan. Generally, one fourth of the stock options become exercisable for each year of employment following the grant date. Stock options granted generally expire 10 years after the grant date, or earlier if the option holder is no longer employed by the group.
Restricted shares generally cliff vest after a four year period after the grant date.
SYNERGY HEALTH SYSTEMS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 21 -
15
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£000
£000
Issued and fully paid
Ordinary shares of £1 each
11,000,001
11,000,001
11,000
11,000
16
Reserves
Other reserves
Other reserves represent the cost of share based payments granted to employees and regarded as equity settled.
Profit and loss reserves
Retained earnings represents the cumulative earnings of the business, net of distributions to owners.
17
Related party transactions
Advantage has been taken of the exemption conferred by Section 33 Related Party Disclosures not to disclose transactions with subsidiary undertakings 100% of whose voting rights are controlled within the STERIS plc group.
18
Ultimate controlling party
The company's immediate parent undertaking is Synergy Health Holdings Limited. The registered office of Synergy Health Holdings Limited is 2200 Renaissance, Basing View, Basingstoke, RG21 4EQ.
The ultimate parent undertaking and controlling party was STERIS plc, a company incorporated and domiciled in Ireland.
The largest and smallest group for which consolidated financial statements are prepared is STERIS plc. Copies of the consolidated statements are available from its registered office at 70 Sir John Rogerson's Quay, Dublin 2, D02 R296, Ireland.
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