ACCOUNTS - Final Accounts
ACCOUNTS - Final Accounts
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FOR THE YEAR ENDED 31 MARCH 2018
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THE TUBE & BRACKET COMPANY LIMITED
COMPANY INFORMATION
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THE TUBE & BRACKET COMPANY LIMITED
CONTENTS
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THE TUBE & BRACKET COMPANY LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2018
General situation
Since July 2008, The Tube & Bracket Company has been a subsidiary of TRILOGIQ S.A. TRILOGIQ S.A. is a French listed company which develops, produces and sells a large range of tubular system solutions through its 15 branches all around the world. Business review The 2017/2018 fiscal year proved to be a period of decline in terms of turnover but a period of growth in terms of gross profit. The company continues to have a strong reserves position. Between 2017 and 2018: - Turnover has decreased by 9%, to approximately £2.37m (2017: £2.61m) - Gross profit margin has increased by 3.5% points to 51.8% of sales (2017: 48.3%) - The distribution costs are roughly the same from one year to another, around £155,000 - Administrative expenses have decreased by 5% to reach 48.6% of the turnover (2017: 46.5%) Some exceptional administrative expenses have been booked this year to cover a particular risk. Outlook In order to stop the operational losses, the mother company TRILOGIQ S.A. has decided in June 2018 to reorganize drastically The Tube & Bracket Company with a significant reduction in staff and overhead.
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THE TUBE & BRACKET COMPANY LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2018
The Directors constantly monitor risks and uncertainties facing the Company with particular reference to the exposure on exchange rates, liquidity, stocks, interest rates and credit risks. They are confident that there are suitable policies in place and there are no material risks and uncertainties which have not been considered.
The Company uses various financial instruments which include, cash and various items, such as trade debtors and trade creditors that arise directly from its operations. The main purpose of these financial instruments is to maintain finance for the Company’s operations. The existence of these financial instruments exposes the Company to a number of financial risks, which are described in more detail below. The main risks arising from the Company’s financial instruments are, liquidity risk, interest rate risk and credit risk. The Directors review and agree policies for managing each of these risks and they are summarised below. Liquidity Risk The Company seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably. Short term flexibility is achieved by utilising related Company funds. Interest Rate Risk The Company finances its operations through a mixture of retained profits and related Company funds. The company’s exposure to interest rate fluctuations on its borrowings is controlled by actively minimising its working capital requirement. Credit Risk The Company’s principal financial assets are stock and trade debtors. The principal credit risk arises therefore from its trade debtors. In order to manage credit risk, the directors set limits for its customers based on a combination of payment history and third party credit references. Credit limits are reviewed by the credit controller on a regular basis in conjunction with debt aging and collection history and a Credit Insurance policy is in place.
This report was approved by the board on 17 May 2019 and signed on its behalf.
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THE TUBE & BRACKET COMPANY LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2018
The directors present their report and the financial statements for the year ended 31 March 2018.
The directors are responsible for preparing the Strategic report, the Directors' report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with 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 financial statements, the directors are required to:
∙select suitable accounting policies for the Company's financial statements 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.
The loss for the year, after taxation, amounted to £112,554 (2017: loss £86,777).
No dividends have been proposed regarding the 31 March 2018 year end (2017: £NIL).
The directors who served during the year were:
The mother company, TRILOGIQ S.A., has decided in June 2018 to reorganize drastically The Tube & Bracket Company with a significant reduction in staff and overhead in order to improve the financial performance of The Tube & Bracket Company Limited.
There have been no significant events affecting the Company since the year end.
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THE TUBE & BRACKET COMPANY LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2018
This report was approved by the board and signed on its behalf.
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THE TUBE & BRACKET COMPANY LIMITED
INDEPENDENT AUDITORS' REPORT TO THE SHAREHOLDERS OF THE TUBE & BRACKET COMPANY LIMITED
We have audited the financial statements of The Tube & Bracket Company Limited (the 'Company') for the year ended 31 March 2018, which comprise the Statement of comprehensive income, the Statement of financial position, the Statement of changes in equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
Except for the effects of the matters described in the basis for qualified opinion section, in our opinion the financial statements:
•The financial statements do not include a stock provision. It is our opinion that a specific stock provision of £30,151 is required against old stock items which are not saleable. In addition, there is evidence to suggest that an additional stock provision of approximately £75,000 is required to ensure that stock is stated at the lower of cost and net realisable value in line with UK accounting standards. Therefore the total misstatement identified in relation to stock is £105,151.
• The financial statements do not include an onerous contract provision in relation to an onerous rental agreement. The value of this provision is estimated to be £70,000 based on remaining rental charges payable as at 31 March 2018. • The financial statements do not include a dilapidations provision in relation to potential dilapidation charges payable on a property previously occupied. The maximum of this liability is estimated to be £112,939. • The financial statements include a balance of £26,194 within bank and cash which arose from historic issues and should be written off. The aggregate effect of these identified misstatements is a £314,284 increase in the net loss for the year and a £314,284 reduction in net assets. Management and the directors do not wish to amend the financial statements for these misstatements as the parent company financial statements have already been approved, but our understanding is that these will be corrected in the year ended 31 March 2019.
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 Auditors' 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 United Kingdom, including the Financial Reporting Council'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 qualified opinion.
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THE TUBE & BRACKET COMPANY LIMITED
INDEPENDENT AUDITORS' REPORT TO THE SHAREHOLDERS OF THE TUBE & BRACKET COMPANY LIMITED (CONTINUED)
We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where:
∙the directors' use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or
∙the directors have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the Company's ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue.
The directors are responsible for the other information. The other information comprises the information included in the Annual Report, other than the financial statements and our Auditors' report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
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.
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THE TUBE & BRACKET COMPANY LIMITED
INDEPENDENT AUDITORS' REPORT TO THE SHAREHOLDERS OF THE TUBE & BRACKET COMPANY LIMITED (CONTINUED)
Except for the matter described in the basis for qualified opinion section of our report, 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.
• adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; 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. As noted in the basis for qualified opinion section of our report, we note the following in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you: • the financial statements are not in agreement with the accounting records and returns.
As explained more fully in the Directors' responsibilities statement on page 3, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
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 Auditors' 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 our 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 Auditors' report.
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THE TUBE & BRACKET COMPANY LIMITED
INDEPENDENT AUDITORS' REPORT TO THE SHAREHOLDERS OF THE TUBE & BRACKET COMPANY LIMITED (CONTINUED)
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 Auditors' 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 Auditors
1-3 College Yard
WR1 2LB
17 May 2019
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THE TUBE & BRACKET COMPANY LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2018
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THE TUBE & BRACKET COMPANY LIMITED
REGISTERED NUMBER:04388853
STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2018
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 12 to 22 form part of these financial statements.
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THE TUBE & BRACKET COMPANY LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2018
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2017
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THE TUBE & BRACKET COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2018
The Tube & Bracket Company Limited is a private company limited by shares incorporated in the UK and registered in England and Wales. The registered office is 1-3 College Yard, Worcester, WR1 2LB and the principal place of business is Main Road, Middleton Cheney, Oxfordshire, OX17 2PW.
These financial statements cover the individual entity only. The principal activity of the company is the supply of customised storage solutions.
2.ACCOUNTING POLICIES
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
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).
The presentation currency of these financial statements is in Sterling. All amounts in the financial
statements have been rounded to the nearest £.
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 11.41(b), 11.41(c), 11.41(e), 11.41(f), 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;
∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.
This information is included in the consolidated financial statements of Trlilogiq S.A. as at 31 March 2018 and these financial statements may be obtained from 5 rue Saint Simon, 95310 SAINT-OUEN L'AUMONE.
The Company continues to be loss making. The Company is reliant on support and continuing funding from the group. The parent company has provided a letter of support confirming that not-with-standing any extraordinary circumstances, they will continue to support and fund the working capital for at least 12 months from signing the financial statements. Based on the ongoing liquidity provided by group entities, the directors have reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Therefore, the directors consider the preparation of the financial statements on the going concern basis to be appropriate.
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THE TUBE & BRACKET COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2018
2.ACCOUNTING POLICIES (continued)
Functional and presentation currency
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.
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.
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.
Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.
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THE TUBE & BRACKET COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2018
2.ACCOUNTING POLICIES (continued)
Depreciation is provided on the following basis:
Stocks are valued at the lower of cost and net realisable value after making due allowances for obsolete and slow-moving stocks, on a first in first out basis.
Short term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
Short term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
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THE TUBE & BRACKET COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2018
2.ACCOUNTING POLICIES (continued)
Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of comprehensive income.
For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.
Financial assets and liabilities are offset and the net amount reported in the Statement of financial position when there is an 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.
In the application of the Company's accounting policies, which are described in note 2, the directors are
required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period of the revision and future periods if the revision affects both current and future periods. The following are the critical judgements and key sources of estimation uncertainty that the directors have made in the process of applying the Company's accounting policies and that have the most significant effect on the amounts recognised in the financial statements. Income taxes The Company is subject to the income tax laws of the United Kingdom. These laws are complex and subject to different interpretations by taxpayers and tax authorities. When establishing income tax provisions, the directors make a number of judgements and interpretations about the application and interaction of these laws. Changes in these tax laws or in their interpretation could affect the Company's effective tax rate and the results of operations in a given period. Accordingly, potentially significant tax benefits will not be recognised until there is sufficient certainty that they will be accepted by HMRC. Dilapidations provision The company is still negotiating the dilapidation charge on a previously occupied building. The charge included is an estimate based on management's best estimate from their knowledge of the situation. Stock provision There is uncertainty over how and when the carrying value of stock will be recovered. Management have used their best judgement to provide accordingly.
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THE TUBE & BRACKET COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2018
All turnover arose within the United Kingdom, apart from £49,084 (2017: £124,236) of EU sales.
Turnover related to the one principal activity of the company, and all arose from the sale of goods.
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THE TUBE & BRACKET COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2018
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THE TUBE & BRACKET COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2018
The Company has carried forward tax losses of £NIL (2017: £NIL) available to use against future trading profits.
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THE TUBE & BRACKET COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2018
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THE TUBE & BRACKET COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2018
Obligations under finance lease and hire purchase contracts are secured against the assets to which they relate.
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THE TUBE & BRACKET COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2018
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THE TUBE & BRACKET COMPANY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2018
Share premium account
The reserve records the amount above the nominal value received for shares sold, less transaction costs.
Profit and loss account
Includes all current and prior period retained profits and losses.
The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £7,304 (2017: £NIL). Contributions totalling £
The ultimate parent company is
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